The petition was signed by Paul Thompson, president of managingmember.

ABITIBIBOWATER INC: Court Okays E&Y's Amended Scope of Work-----------------------------------------------------------The U.S. Bankruptcy Court for the District of Delaware approved afurther amended statement of work with respect to the services tobe rendered by Ernst & Young LLP to AbitibiBowater Inc. and itsunits. Judge Carey authorized the Debtors to expand the scope ofErnst & Young LLP's employment to provide additional tax services,consisting of state, local and indirect bankruptcy tax work or the"SALT Services," upon the terms and conditions contained in theadditional statement of work, nunc pro tunc to January 11, 2010.

As previously reported, the SALT Services include:

(a) tax advisory services regarding the validity of tax claims in order to determine if the tax amount claimed correctly reflects the true tax liability pursuant to applicable tax law and/or bankruptcy protocols, including assistance with state and local tax examinations that may be ongoing in support of tax claims filed and tax advisory support for identifying and securing tax refunds;

(b) advisory services and documentation, as appropriate or necessary, related to state and local bankruptcy tax analysis, and bankruptcy tax process and procedure support; and

(c) testimony as a fact, but not expert, witness regarding E&Y work done on AbitibiBowater's state and local tax bankruptcy issues.

Sean T. Greecher, Esq., at Young Conaway Stargatt & Taylor, LLP,in Wilmington, Delaware, said although the Debtors do notanticipate significant fees to be incurred for the SALT Services,they seek to utilize E&Y's expertise as the Chapter 11 claims areprocessed.

In addition, the Debtors will also require E&Y to assist themwith a potential Multistate Tax Commission election andassociated amended Michigan Business Tax return or the "MTCServices," upon the terms and conditions contained in theadditional statement of work, nunc pro tunc to December 7, 2009,which include:

(a) analysis of AbitibiBowater's Michigan Business Tax return for the 2008 calendar year;

(b) analysis of potential benefit arising from the MTC election available under Michigan law; and

(c) implementation of the MTC election.

E&Y has been diligently reviewing a recently enacted Michiganstatute and apprising the Debtors of potential benefits that maystem from its application to the Debtors' payment of Michiganbusiness taxes. The Debtors will retain E&Y on a contingencybasis for the MTC Services. Consequently, the Debtors will onlydistribute the Savings Fee to E&Y if, and when, they are awarded atax refund, a credit for taxes previously paid in prior periods,and a reduction in audit assessments.

The Debtors will pay for the services of E&Y's professionals inaccordance with these hourly rates:

According to Mr. Greecher, the Debtors and E&Y have agreed to afindings-based fee in the amount of 25% of the gross savingsachieved with respect to the MTC Services. Gross Savings referto the inclusion of refunds of taxes plus interest, credits oftaxes previously paid in prior periods, and reduction in auditassessments. The Savings Fee arrangement contemplated isreasonable in light of industry practice, market rates both in andout of Chapter 11 proceedings, E&Y's experience in these matters,and the scope of work to be performed by E&Y, Mr. Greecher avers.

In addition, the Debtors will reimburse E&Y for expenses incurredin connection with the firm's performance of the Additional TaxServices.

E&Y is a "disinterested person," as the term is defined underSection 101(14) of the Bankruptcy Code, Terry Huggins, a partnerof E&Y, assured Judge Carey.

About AbitibiBowater Inc.

Headquartered in Montreal, Canada, AbitibiBowater Inc. --http://www.abitibibowater.com/-- produces a wide range of newsprint, commercial printing papers, market pulp and woodproducts. It is the eighth largest publicly traded pulp and papermanufacturer in the world. AbitibiBowater owns or operates 23pulp and paper facilities and 28 wood products facilities locatedin the United States, Canada, the United Kingdom and South Korea.Marketing its products in more than 90 countries, the Company isalso among the world's largest recyclers of old newspapers andmagazines, and has third-party certified 100% of its managedwoodlands to sustainable forest management standards.AbitibiBowater's shares trade over-the-counter on the Pink Sheetsand on the OTC Bulletin Board under the stock symbol ABWTQ.

The Company and several of its affiliates filed for protectionunder Chapter 11 of the U.S. Bankruptcy Code on April 16, 2009(Bankr. D. Del. Lead Case No. 09-11296). Judge Kevin J. Careypresides over the case. The Company and its Canadian affiliatescommenced parallel restructuring proceedings under the Companies'Creditors Arrangement Act before the Quebec Superior CourtCommercial Division the next day. Alex F. Morrison at Ernst &Young, Inc., was appointed CCAA monitor.

ABITIBIBOWATER INC: Court Okays Expansion of PwC Canada's Work--------------------------------------------------------------The U.S. Bankruptcy Court for the District of Delaware approvedAbitibiBowater Inc. and its units' supplemental application toexpand the scope of the retention and employment ofPricewaterhouseCoopers LLP (Canada) to include 2010 taxharmonization services, nunc pro tunc to January 14, 2010.

As previously reported, the Debtors have employed PwC Canada forthe provision of audit, audit-related and tax services, nunc protunc to the Petition Date. Pursuant to the 2010 Tax HarmonizationEngagement Agreement, PwC will perform the 2010 Tax HarmonizationServices, which include:

(a) the preparation of an e-mail to inform key employees of the Debtors of the sales tax harmonization and its projected impact on the Debtors' operations;

(b) the coordination of an initial meeting with designated personnel to provide them with an overview of the Harmonization, the implementation process and the related training of employees;

(c) the coordination of brainstorming sessions with key personnel of the Debtors to assess the impact of the new Harmonized Sales Tax on the Debtors' operations and systems;

(d) the provision of training sessions to the employees working in the Debtors' payables and procurement departments to facilitate a greater understanding of the new HST rules; and

(e) the provision of assistance to the Debtors in performing studies to evaluate the percentage of energy used in the production of goods for sale at various manufacturing plants.

In addition, the Debtors have agreed to reimburse PwC Canada forreasonable and documented expenses the firm incurred or willincur in connection with the performance of the 2010 TaxHarmonization Services.

The PwC Canada professionals providing the 2010 Tax HarmonizationServices will consult with internal PwC Canada andPricewaterhouseCoopers LLP US advisors to ensure compliance withthe requirements of the Bankruptcy Code, as well as to decreasethe overall fees associated with the administrative aspects ofPwC Canada postpetition engagements.

The 2010 Tax Harmonization Engagement Agreement provides that theDebtors will indemnify PwC Canada and its personnel,subcontractors and agents under certain circumstances.

Jerry Whalen, a partner at PWC Canada, assured the Court that hisfirm is a "disinterested person" as the term defined underSection 101(14) of the Bankruptcy Code.

About AbitibiBowater Inc.

Headquartered in Montreal, Canada, AbitibiBowater Inc. --http://www.abitibibowater.com/-- produces a wide range of newsprint, commercial printing papers, market pulp and woodproducts. It is the eighth largest publicly traded pulp and papermanufacturer in the world. AbitibiBowater owns or operates 23pulp and paper facilities and 28 wood products facilities locatedin the United States, Canada, the United Kingdom and South Korea.Marketing its products in more than 90 countries, the Company isalso among the world's largest recyclers of old newspapers andmagazines, and has third-party certified 100% of its managedwoodlands to sustainable forest management standards.AbitibiBowater's shares trade over-the-counter on the Pink Sheetsand on the OTC Bulletin Board under the stock symbol ABWTQ.

The Company and several of its affiliates filed for protectionunder Chapter 11 of the U.S. Bankruptcy Code on April 16, 2009(Bankr. D. Del. Lead Case No. 09-11296). Judge Kevin J. Careypresides over the case. The Company and its Canadian affiliatescommenced parallel restructuring proceedings under the Companies'Creditors Arrangement Act before the Quebec Superior CourtCommercial Division the next day. Alex F. Morrison at Ernst &Young, Inc., was appointed CCAA monitor.

In a supplemental affidavit, Samuel Star --samuel.star@fticonsulting.com -- a senior managing director at FTIConsulting, informed the U.S. Bankruptcy Court for the District ofDelaware and parties-in-interest that his firm was selected onMarch 10, 2010, as financial advisor to the Official Committee ofUnsecured Creditors in relation to the Chapter 11 case of BearIsland Paper Company LLC. Bear Island Paper Company and itsparent, White Birch Paper Company, operate a paper mill thatcompetes with the Debtors in the newsprint segment.

In this light, FTI has established and will maintain theseinternal procedures:

(i) Each FTI professional on the FTI-Abitibi Engagement and the Bear Island Engagement will execute a confidentiality letter acknowledging that he or she may receive certain non-public information and will execute an Ethical Wall Agreement;

(ii) FTI-Abitibi Professionals will not directly or indirectly share any non-public information generated by, received from or relating to the FTI-Abitibi Engagement with FTI- Bear Island Professionals. Likewise, FTI-Bear Island Professionals will not directly or indirectly share any non-public information.

(iii) FTI is setting up electronic internal security walls to ensure that only FTI employees involved directly with or working on the FTI-Abitibi Engagement may have access to the information relating to that Engagement.

(iv) FTI will periodically monitor communications through electronic means among FTI-Abitibi Professionals and FTI- Bear Island Professionals to ensure that those exchanges are performed in a manner consistent with the information in the Screening Wall Procedures.

(v) FTI will immediately disclose to the Creditors' Committee's counsel and the U.S. Trustee any material breaches of the Procedures.

FTI does not represent any interest adverse to theAbitibiBowater's Creditors' Committee and remains a "disinterestedperson" as that term is defined under in Section 101(14), asmodified by Section 1107(b), of the Bankruptcy Code, Mr. Starassures the Court.

About AbitibiBowater Inc.

Headquartered in Montreal, Canada, AbitibiBowater Inc. --http://www.abitibibowater.com/-- produces a wide range of newsprint, commercial printing papers, market pulp and woodproducts. It is the eighth largest publicly traded pulp and papermanufacturer in the world. AbitibiBowater owns or operates 23pulp and paper facilities and 28 wood products facilities locatedin the United States, Canada, the United Kingdom and South Korea.Marketing its products in more than 90 countries, the Company isalso among the world's largest recyclers of old newspapers andmagazines, and has third-party certified 100% of its managedwoodlands to sustainable forest management standards.AbitibiBowater's shares trade over-the-counter on the Pink Sheetsand on the OTC Bulletin Board under the stock symbol ABWTQ.

The Company and several of its affiliates filed for protectionunder Chapter 11 of the U.S. Bankruptcy Code on April 16, 2009(Bankr. D. Del. Lead Case No. 09-11296). Judge Kevin J. Careypresides over the case. The Company and its Canadian affiliatescommenced parallel restructuring proceedings under the Companies'Creditors Arrangement Act before the Quebec Superior CourtCommercial Division the next day. Alex F. Morrison at Ernst &Young, Inc., was appointed CCAA monitor.

The Court also allowed the payment of fees and reimbursement ofexpenses of these professionals in the Debtors' Chapter 11 cases,as approved by the Direct Fee, for certain periods between May2009 to October 2009:

The Approved Fees, excluding the holdback amounts, totalapproximately $4.3 million. The Approved Expenses totalapproximately $360,000. A schedule of the Debtors' Professionals'fees and expenses is available at no charge at:

Daniel A. O'Brien, Esq., at Bayard, P.A., in Wilmington,Delaware, -- dobrien@bayardlaw.com -- as co-counsel to theCreditors' Committee; and Sean T. Greecher, Esq., at YoungConaway Stargatt & Taylor, LLP, in Wilmington, Delaware, filedseparate certifications with the Court with respect to the FeeApplications for the Reporting Period.

In separate reports submitted to the Court, Direct Fee Review LLC,in its capacity as fee auditor, noted that for the period fromNovember 1, 2009 through January 31, 2010, these firms indicatedduplicative and "unnecessary" entries in the expenses they seek tobe reimbursed:

* FTI Consulting, Inc., as financial advisor to the Official Committee of Unsecured Creditors;

* Bennett Jones LLP, as Canadian counsel to the Creditors' Committee; and

* Young Conaway Stargatt & Taylor, LLP, as the Debtors' counsel.

Accordingly, Direct Fee recommends the payment of fees andreimbursement of expenses to the Firms in these amounts:

Headquartered in Montreal, Canada, AbitibiBowater Inc. --http://www.abitibibowater.com/-- produces a wide range of newsprint, commercial printing papers, market pulp and woodproducts. It is the eighth largest publicly traded pulp and papermanufacturer in the world. AbitibiBowater owns or operates 23pulp and paper facilities and 28 wood products facilities locatedin the United States, Canada, the United Kingdom and South Korea.Marketing its products in more than 90 countries, the Company isalso among the world's largest recyclers of old newspapers andmagazines, and has third-party certified 100% of its managedwoodlands to sustainable forest management standards.AbitibiBowater's shares trade over-the-counter on the Pink Sheetsand on the OTC Bulletin Board under the stock symbol ABWTQ.

The Company and several of its affiliates filed for protectionunder Chapter 11 of the U.S. Bankruptcy Code on April 16, 2009(Bankr. D. Del. Lead Case No. 09-11296). Judge Kevin J. Careypresides over the case. The Company and its Canadian affiliatescommenced parallel restructuring proceedings under the Companies'Creditors Arrangement Act before the Quebec Superior CourtCommercial Division the next day. Alex F. Morrison at Ernst &Young, Inc., was appointed CCAA monitor.

AIRTRAN HOLDINGS: Open to Merger Talks, CEO Tells Investors-----------------------------------------------------------The Associated Press reports that AirTran Airways' CEO RobertFornaro told investors during a conference call on April 21 thatthe Company would consider a combination with another carrier or asmaller transaction if approached and if such a deal made sensefor the Company and shareholders.

The conference call was held to discuss AirTran's first-quarterfinancial results.

According to the AP, Mr. Fornaro said AirTran doesn't plan toinitiate a deal with another airline. According to the report,Mr. Fornaro said "if someone took a peek at AirTran, we wouldalways do our fiduciary duty to look at it and make sure we'relooking out for shareholders." He also said that, "If we canbenefit and play a role in a transaction, perhaps as a carve-out,we would certainly take a look at that."

The AP recalls that AirTran made a $78 million hostile takeoverbid for Midwest Airlines in June 2005. AirTran raised its offerseveral times, topping out with an offer worth an estimated $445million when it was made in August 2007. Each time, its offer wasrejected. Midwest ultimately agreed to be sold to private equityfirm TPG Capital for about $450 million, and AirTran has saidrepeatedly since then that it was glad it didn't succeed in itsbid.

About AirTran Holdings

Headquartered in Orlando Florida, AirTran Holdings Inc. (NYSE:AAI) -- http://www.airtran.com/-- through its wholly owned subsidiary, AirTran Airways, Inc., operates scheduled airlineservice throughout the United States and to selected internationallocations. As of February 1, 2010, the Company operated 86 BoeingB717-200 aircraft and 52 Boeing B737-700 aircraft offeringapproximately 700 scheduled flights per day to 63 locations in theUnited States, including San Juan, Puerto Rico, and to Orangestad,Aruba, Cancun, Mexico, and Nassau, The Bahamas.

The Company's balance sheet as of Dec. 31, 2009, showed$2.3 billion in assets, $726.5 million of debts, and$501.9 million in stockholders' equity.

* * *

As reported by the Troubled Company Reporter on December 28, 2009,Moody's Investors Service raised its ratings of AirTran Holdings'corporate family and probability of default ratings each to Caa1from Caa2. The 'Caa1' corporate family rating considers the stillhigh leverage and AirTran's exposure to cyclical risks in theairline industry.

AIRTRAN HOLDINGS: Reports $12 Million Net Loss for Q1 2010----------------------------------------------------------AirTran Holdings, Inc., reported a net loss of $12.0 million or$0.09 per diluted share for the first quarter of 2010. Excluding$4.7 million in unrealized gains on future fuel hedges, theCompany's net loss for the quarter would have been $16.7 milliondollars or $0.12 per diluted share. AirTran said the impact ofhistoric winter snowstorms along the Eastern Seaboard and morethan a 50% increase in fuel expenses offset record total revenuesfor the first quarter.

AirTran Airways experienced significant revenue improvement thataccelerated through the quarter with total unit revenuesincreasing by a solid double-digit margin year-over-year in March.

The Company posted record first quarter total revenues of $605.1million on a record load factor of 77.2%. Operating costsincreased 21.8% or $107.8 million as compared to the same periodlast year. Fuel was the single largest contributor to the costincrease, accounting for over 60% or $67.3 million of theincrease. Last year, crude oil averaged $41 per barrel in thefirst quarter but has risen to $78 this year. Winter stormsfurther pressured unit costs due to reduced capacity andadditional expenses related to extreme weather during the quarter.

"This winter proved to be one of historic inclement weather formuch of the East Coast and particularly for some of our busiestoperations like Baltimore/Washington and Atlanta," said BobFornaro, AirTran Airways' chairman, president and chief executiveofficer. "Even though the weather was tough this winter, we areexperiencing significant revenue growth and passenger demand. Weare well positioned for the future and are beginning to reap therewards of our diversification efforts and the broader economicrecovery."

AirTran Airways' unrestricted cash position at quarter's end was$534 million and its revolving line of credit was undrawn. Basedon current cost and revenue trends, AirTran Airways' outlook forthe second quarter 2010 relative to the prior year is:

Headquartered in Orlando Florida, AirTran Holdings Inc. (NYSE:AAI) -- http://www.airtran.com/-- through its wholly owned subsidiary, AirTran Airways, Inc., operates scheduled airlineservice throughout the United States and to selected internationallocations. As of February 1, 2010, the Company operated 86 BoeingB717-200 aircraft and 52 Boeing B737-700 aircraft offeringapproximately 700 scheduled flights per day to 63 locations in theUnited States, including San Juan, Puerto Rico, and to Orangestad,Aruba, Cancun, Mexico, and Nassau, The Bahamas.

The Company's balance sheet as of Dec. 31, 2009, showed$2.3 billion in assets, $726.5 million of debts, and$501.9 million in stockholders' equity.

* * *

As reported by the Troubled Company Reporter on December 28, 2009,Moody's Investors Service raised its ratings of AirTran Holdings'corporate family and probability of default ratings each to Caa1from Caa2. The 'Caa1' corporate family rating considers the stillhigh leverage and AirTran's exposure to cyclical risks in theairline industry.

Headquartered in Orlando Florida, AirTran Holdings Inc. (NYSE:AAI) -- http://www.airtran.com/-- through its wholly owned subsidiary, AirTran Airways, Inc., operates scheduled airlineservice throughout the United States and to selected internationallocations. As of February 1, 2010, the Company operated 86 BoeingB717-200 aircraft and 52 Boeing B737-700 aircraft offeringapproximately 700 scheduled flights per day to 63 locations in theUnited States, including San Juan, Puerto Rico, and to Orangestad,Aruba, Cancun, Mexico, and Nassau, The Bahamas.

The Company's balance sheet as of Dec. 31, 2009, showed$2.3 billion in assets, $726.5 million of debts, and$501.9 million in stockholders' equity.

* * *

As reported by the Troubled Company Reporter on December 28, 2009,Moody's Investors Service raised its ratings of AirTran Holdings'corporate family and probability of default ratings each to Caa1from Caa2. The 'Caa1' corporate family rating considers the stillhigh leverage and AirTran's exposure to cyclical risks in theairline industry.

After very weak performance in the first half of 2009, thecompany's operating results have been showing significantimprovements, with first-quarter 2010 EBITDA of more than$100 million. These gains reflect improved industry conditionsand pricing that should allow the company to strengthen itsfinancial measures during the course of 2010, despite the risks ofhigher raw material costs.

Although credit metrics remain relatively weak, reflecting weakquarters in 2009, a continuation of trends seen in the firstquarter would result in credit measures more consistent with ahigher rating, with adjusted debt to EBITDA of around 4x. TheCreditWatch also reflects the company's lower adjusted debtlevels, which were around $1.9 billion at the end of 2009, downfrom more than $3 billion in 2006. These improved levels stemfrom a combination of reduced book debt, which is currently around$600 million, and the company's proactive management of itspension and OPEB liabilities.

In resolving the CreditWatch listing, S&P will assess thesustainability of the improved operating performance in light ofincreasing raw material costs. S&P will also review the company'sfinancial policies, capital spending plans, and financialprojections. If an upgrade were to occur it would likely belimited to one notch, given the company's relatively high adjusteddebt and the uneven recovery in the company's end markets. S&Pcould affirm the rating at 'BB-' if S&P feel that margins will besqueezed by higher raw material costs or if S&P concludes thatcurrent improvements are unlikely to be sustained.

ALERIS INT'L: Electronic Voting on Plan Permitted-------------------------------------------------Bill Rochelle at Bloomberg News reports that Aleris InternationalInc. won approval from the Bankruptcy Court to allow electronicvoting on its reorganization plan. While paper ballots aretraditionally used in voting, Aleris was concerned that foreigncreditors might miss the April 29 voting deadline after thevolcanic eruption in Iceland shut down air service to Europe.Ballots that were mailed on time will be counted although arrivinglate.

Aleris has support on the Plan from the Official Committee ofUnsecured Creditors after reaching a settlement. Under thesettlement, the amount of money available for payment to unsecuredcreditors under Class 5 was increased from an initial proposedamount of $4.0 million to $16.5 million.

The confirmation hearing for the Plan has been scheduled forMay 13, 2010.

About Aleris International

Aleris International, Inc., produces and sells aluminum rolled andextruded products. Aleris operates primarily through tworeportable business segments: (i) global rolled and extrudedproducts and (ii) global recycling. Headquartered in Beachwood,Ohio, a suburb of Cleveland, the Company operates over 40production facilities in North America, Europe, South America andAsia, and employs approximately 8,400 employees. Aleris operates27 production facilities in the United States with eightproduction facilities that provided rolled and extruded aluminumproducts and 19 recycling production plants.

AMERICAN RENAL: Moody's Assigns 'B2' Corporate Family Rating------------------------------------------------------------Moody's Investors Service assigned a B2 Corporate Family andProbability of Default Rating to American Renal Holdings, Inc.Moody's also assigned a Ba3 (LGD2, 23%) rating to American Renal'sproposed senior secured revolving credit facility and a B2 (LGD4,53%) rating to the company's proposed senior secured notes. Therating outlook is stable. Moody's also assigned a SpeculativeGrade Liquidity Rating of SGL-2.

This is the first time Moody's has assigned a rating to AmericanRenal. Moody's understands that the proceeds of the notes will beused, along with an equity investment of $202 million to fund the$434 million acquisition of the company by Centerbridge Partnersand management.

American Renal's B2 Corporate Family Rating reflects theconsiderable financial leverage of the company following thetransaction. The rating also considers the modest scale of thecompany and the expectation that American Renal will use availablecash flow to aggressively grow through the development of de novocenters. Finally, the rating considers risks associated with thefocus on the dialysis services marketplace and its highconcentration of revenues from government based programs, whichare subject to a change in reimbursement methodology on January 1,2011. However, Moody's also considered the company's uniqueposition in its focus on developing centers in partnership withpracticing nephrologists, which has resulted in favorableoperating performance and relatively rapid maturation of newlydeveloped centers. The ratings also reflect the relatively stablebusiness profile characterized by increasing incidences of endstage renal disease and the medical necessity of the serviceprovided.

The stable rating outlook reflects Moody's expectation that thecompany will continue to recruit and partner with nephrologistpartners, which should drive treatment and top line growth. Thestable outlook also reflects Moody's expectation that the companywill look to grow primarily through de novo development of newcenters, which is expected to constrain available free cash flow.However, Moody's acknowledges that these investments could becurtailed and maintenance capital spending is relatively modest,offering a level of cushion. The stable outlook also considersthat the company will be able to adjust to the changes in Medicarereimbursement that will be implemented on January 1, 2011, withoutsignificant detriment to the credit metrics.

The Speculative Grade Liquidity Rating of SGL-2 reflects theexpectation that the company will maintain good liquidity for thefour quarters following the transaction characterized by stablecash flow that should sufficiently fund all working capital andmaintenance capital spending needs. Moody's also believe that thecompany's planned investment in de novo centers can be adequatelyfunded from projected cash flows but will result in aboutbreakeven free cash flow after considering these investments.

American Renal's ratings were assigned by evaluating factorsMoody's believe are relevant to the credit profile of the issuer,such as i) the business risk and competitive position of thecompany versus others within its industry, ii) the capitalstructure and financial risk of the company, iii) the projectedperformance of the company over the near to intermediate term, andiv) management's track record of tolerance for risk. Theseattributes were compared against other issuers both within andoutside of American Renal's core industry and American Renal'sratings are believed to be comparable to those other issuers ofsimilar credit risk.

Headquartered in Beverly, MA, American Renal is a provider ofoutpatient dialysis services to patients with chronic kidneyfailure. At March 31, 2010, American Renal, through itssubsidiaries, operated 83 centers in 16 states. The centers arejointly owned by nephrologist partners. The company providesmanagerial, accounting, financial, technological andadministrative support services to the joint venture partners.American Renal recognized approximately $263 million in revenuefor the year ended December 31, 2009.

AMERICAN TIRE: TPG Capital Buys Company for $1.3 Billion--------------------------------------------------------American Tire Distributors Holdings, Inc., owned by affiliates ofInvestcorp, Berkshire Partners LLC and Greenbriar Equity GroupLLC, has signed a definitive agreement to be acquired byaffiliates of TPG Capital in a transaction valued at approximately$1.3 billion. Additional terms were not disclosed. Thetransaction is expected to close in the second quarter of 2010 andis subject to customary conditions, including receipt ofapplicable regulatory approvals.

"This is an exciting time in the evolution of our company" saidWilliam Berry, President and CEO, American Tire Distributors. "Wewelcome our new partners at TPG, who share the same vision we dofor the continued growth of the American Tire Distributors brandas significant growth opportunities remain and we continue toseize opportunities such as geographic expansion and onlinesales."

"American Tire Distributors is a market leader that hasdemonstrated its ability to perform well over an extended periodof time," said Kevin Burns, a partner at TPG. "We're investingbehind a great management team and we look forward to working withthem to continue to expand this successful franchise."

David Tayeh, a Managing Director at Investcorp, said "Over thepast five years management implemented a successful strategy thathas built American Tire Distributors into the leading replacementtire distributor in the U.S. We are proud to have partnered withmanagement in the development of the strategy and believe TPG isthe ideal new partner for the company to support it through thenext stage of its development and growth."

The transaction has fully committed financing, consisting of acombination of equity to be invested by TPG Capital and debtfinancing to be provided by certain affiliates of Bank of America,Barclays Capital, General Electric Capital Corporation, RBCCapital Markets, UBS and Wells Fargo Capital Finance, part ofWells Fargo & Company.

As a result of the announcement, the planned public offering ofAmerican Tire Distributors stock will be suspended.

About TPG Capital

TPG Capital is the global buyout group of TPG, a privateinvestment firm founded in 1992 with more than $48 billion ofassets under management and offices in San Francisco, London, HongKong, New York, Fort Worth, Melbourne, Moscow, Mumbai, Paris,Luxembourg, Beijing, Shanghai, Singapore and Tokyo. TPG Capitalinvests in a variety of industries and has long maintained astrong presence in both retail and related manufacturing sectors.Significant investments have included Neiman Marcus, J.Crew,Burger King, PETCO, Ducati, Armstrong World Industries and Grohe.TPG Capital also controls numerous businesses in financialservices, travel and entertainment, technology, media,telecommunications and healthcare.

About Investcorp

Investcorp -- http://www.investcorp.com/-- provides and manages alternative investment products. It has offices in New York,London and Bahrain and is publicly traded on the London StockExchange (IVC) and Bahrain Stock Exchange (INVCORP). Investcorphas five lines of business: private equity, hedge funds, realestate, technology investment, and Gulf growth capital. Foundedin 1982, Investcorp has grown to become one of the largest andmost diverse alternative investment managers in terms of bothproduct offerings and geography.

About Berkshire Partners LLC

Berkshire Partners -- http://www.berkshirepartners.com/-- has invested in mid-sized companies for 25 years through seveninvestment funds with aggregate capital commitments ofapproximately $6.5 billion. Berkshire seeks transactions in whichit can invest $50 million to $500 million of equity capital.Berkshire has developed specific industry experience in severalareas, including retailing, consumer products, manufacturing,transportation, energy, business services and communications.Over the past two decades, Berkshire has been an investor in 100operating companies with approximately $20 billion of acquisitionvalue and combined revenues of over $22 billion.

Charlotte, North Carolina-based American Tire Distributors is thelargest replacement tire distributor in the United States.Through a network of 83 distribution centers serving 37 states,American Tire Distributors offers access to a broad and deepinventory, representing 40,000 stock-keeping units, to 60,000customers. The company provides tire retailers with a range ofservices, including frequent and timely delivery of inventory,business support services, such as credit, training and access toconsumer market data, administration of tire manufactureraffiliate programs, an online ordering and reporting system and aWeb site that enables its tire retailer customers to participatein Internet marketing of tires to consumers.

* * *

As reported by the Troubled Company Reporter on October 30, 2009,Standard & Poor's Ratings Services affirmed its 'B' corporatecredit rating and other ratings on American Tire Distributors.

"S&P's ratings on Atlanta-based A-WHIP reflect a financial riskprofile with lease-adjusted credit ratios that are adequate forthe rating, along with a liquidity position that is limited butsufficient to meet the company's capital needs, in S&P's view,"said Standard & Poor's credit analyst George Skoufis.

Additionally, A-WHIP is a wholly owned subsidiary of AmericoldRealty Trust (not rated), a more leveraged REIT with meaningfulcapital expenditure needs. A-WHIP's special-purpose portfolio andrevenue base are small, and its typical tenant "rent and service"agreements are short; however, the company has a good marketposition in the temperature-controlled warehouse industry, which,in S&P's view, is somewhat more recession-resistant than otherreal estate asset types and has historically produced steadymargins.

S&P's stable outlook reflects its view that A-WHIP's cash flow anddebt coverage measures should remain relatively stable due to thehistorically more recession-resistant TCW business and the limitedcapital needs of A-WHIP's portfolio. S&P would consider loweringits ratings if cash flow deteriorates, possibly due to weaker-than-expected margins, resulting in coverage metrics that fallbelow the 2x that S&P's scenario analysis contemplates. S&P viewan upgrade as unlikely in the near term. However, improvedprofitability (perhaps through occupancy gains or marginimprovement) could drive positive rating momentum, as would morecushion under current covenants, which would improve the financialrisk profile. S&P would also need to see an improved parent-levelfinancial profile to consider an upgrade.

ASARCO LLC: Claims Objection Deadline Moved to June 11------------------------------------------------------Mark A. Roberts of Alvarez and Marsal North America LLC,reorganized Asarco's Chapter 11 Plan Administrator, sought andobtained an order from the U.S. Bankruptcy Court for the SouthernDistrict of Texas for an extension of his deadline to object toclaims pursuant to Section 14.2 of the Confirmed Plan ofReorganization and Rule 9006(b)(1)(1) of the Federal Rules ofBankruptcy Procedure, through and including June 11, 2010.

The first extended claims objection deadline expired on April 12,2010.

The Plan Administrator said he sought the extension out of anabundance of caution to prevent any unmeritorious claims frombecoming allowed merely by the passage of time.

According to Dion W. Hayes, Esq., at McGuirewoods LLP, inRichmond, Virginia -- dhayes@mcguirewoods.com -- the PlanAdministrator distributed approximately $3.359 billion on accountof Allowed Claims on or immediately following the effective dateof the Plan on December 9, 2009.

Since the Effective Date, the Plan Administrator has distributedapproximately another $25 million as other Disputed Claims havebecome Allowed, and there are only approximately 420 remainingDisputed Claims, Mr. Hayes noted.

Mr. Hayes contended that the requested extension will notprejudice the holders of Disputed Claims because PostpetitionInterest continues to accrue and will be paid on the AllowedAmount, if any, of a Disputed Class 3 Claim, if and when itbecomes an Allowed Claim. Accordingly, he asserted, cause existsto extend the deadline.

On December 9, 2009, Grupo Mexico, S.A.B. consummated the Chapter11 plan that it sponsored for Asarco LLC. The Plan, which wasconfirmed both by the bankruptcy and district courts, reintegratedAsarco LLC back to parent Grupo Mexico concluding the four-yearChapter 11 proceeding.

ASARCO LLC: Files Status Report on Subsidiaries' Wind Down----------------------------------------------------------Reorganized ASARCO LLC filed its status report as of April 8,2010, on the wind down and liquidation process of certainSubsidiary Debtors pursuant to the supplemental confirmationorder entered by the United States District Court for theSouthern District of Texas on December 4, 2009.

According to the Status Report, ASARCO LLC has not yet completedits analysis with respect to which Subsidiary Debtor's assetswere transferred under the Confirmed Plan in connection with theenvironmental settlements, and which assets remain property ofeach Subsidiary Debtor.

ASARCO LLC says it continues to evaluate a number of issues inconnection with winding down and liquidating each SubsidiaryDebtor, including the timing of any dissolution, propriety of thedissolution, and whether the dissolution creates additionalliabilities, which may not be beneficial to ASARCO's currentbusiness plans.

In the alternative, ASARCO LLC informs Judge Schmidt that it isconsidering several different structures for winding down andliquidating the Subsidiary Debtors and considering the tax andother implications associated with those structures.

Moreover, because the stock holdings in virtually all of theSubsidiary Debtors have been pledged as collateral to secure theASARCO Note given to the Section 524(g) Trust under the Plan,ASARCO LLC says it is evaluating whether any wind down orliquidation should wait until the full satisfaction of the ASARCONote.

On December 9, 2009, Grupo Mexico, S.A.B. consummated the Chapter11 plan that it sponsored for Asarco LLC. The Plan, which wasconfirmed both by the bankruptcy and district courts, reintegratedAsarco LLC back to parent Grupo Mexico concluding the four-yearChapter 11 proceeding.

(a) failed to produce timely certain documents and other information requested by the Plan Administrator and ASARCO LLC in their discovery requests served on March 1, 2010;

(b) requested additional time to respond to the Plan Administrator and ASARCO LLC's Discovery Requests; and

(c) requested a continuance of certain currently scheduled depositions.

Accordingly, the Plan Administrator and ASARCO LLC ask JudgeSchmidt to extend to these dates the deadline to completediscovery and other related deadlines:

-- June 15, 2010, as the deadline for depositions and third- party discovery;

-- July 13, 2010, as the deadline for filing final objections;

-- July 27, 2010, as the deadline for the Section 4.4 Parties to file replies to the Final Objections.

All other deadlines in the Scheduling Order would remain thesame, and all deadlines that have expired would not be extendedor revived in any way. Moreover, the separately negotiateddeadlines for responding to the Discovery Requests would not bedisturbed.

Mr. Hayes contends that approval of the extension request willfacilitate possible compromises to the discovery disputes andwill foster settlement discussions, which the Plan Administratorand ASARCO LLC have already commenced, or shortly will commence,with certain of the Section 4.4 Parties. He points out thatthere is no feasible way to resolve those disputes and completediscovery prior to the existing discovery deadline of April 16,2010.

In response to the joint request, Mitsui & Co. (U.S.A.), Inc.,Ginrei, Inc., and MSB Copper Corp., the Plan Administrator'sself-imposed deadlines are unnecessary and unrealistic. Mitsui,therefore, suggests that there is no urgency regarding theresolution of its Section 4.4 Motion, that no purpose is servedby any "artificial deadlines" relating to the Section 4.4Motions, and that the deadlines, at least as to Mitsui's claim,should be suspended pending further Court order.

Certain holders of General Unsecured Claims object to the jointmotion arguing that it is a blatant, transparent litigationtactic intended to grind out a victory by forcing creditors toreach into their pockets to fund an already long, burdensomeprocess against well-funded parties -- the Plan Administrator andReorganized ASARCO -- to whom cost is not an issue.

* * *

Upon review of the joint, Judge Schmidt sets these schedules withrespect to the Section 4.4 Motions:

-- May 17, 2010 is the deadline for depositions and third-party discovery.

-- June 1, 2010 is the deadline for filing final objection to any of the Section 4.4 Motions, if all discovery is completed by May 17, 2010.

-- June 15, 2010 is the deadline for the Section 4.4 Parties to file replies to the Final Objections.

The extended deadlines supersede and replace all separatelynegotiated extended deadlines related to the Section 4.4 Motions,except those separately negotiated deadlines for responding toany outstanding Discovery Requests served by the PlanAdministrator and ASARCO, which remain unchanged by the order,Judge Schmidt clarifies.

On December 9, 2009, Grupo Mexico, S.A.B. consummated the Chapter11 plan that it sponsored for Asarco LLC. The Plan, which wasconfirmed both by the bankruptcy and district courts, reintegratedAsarco LLC back to parent Grupo Mexico concluding the four-yearChapter 11 proceeding.

BARK GROUP: Marcum LLP Raises Going Concern Doubt-------------------------------------------------Bark Group Inc. filed on April 19, its annual report on Form 10-Kfor the year ended December 31, 2009.

Marcum LLP, in New York, expressed substantial doubt about theCompany's ability to continue as a going concern. The independentauditors noted that the Company has not achieved a sufficientlevel of revenues to support its business and has sufferedrecurring losses from operations.

The Company reported a net loss of $2,569,000 on $3,867,000 ofrevenue for 2009, compared with a net loss of $3,197,000 on$8,683,000 of revenue for 2008.

The Company's balance sheet as of December 31, 2009, showed$9,702,000 in assets, $11,372,000 of debts, and $1,301,000 of non-controlling interests, for a stockholders' deficit of $2,971,000.

Based in Copenhagen K, Denmark, Bark Group Inc. (OTC BB: BKPG) --http://bark-group.com/-- formerly Exwal Inc., is a commercial communication services company that provides integratedtraditional and new media advertising and marketing consultingservices to its clients. Clients are comprised primarily ofEuropean businesses that range in size from small local businessesto larger trans-national and multi-national corporations. Theseclients include a range of businesses including financialinstitutions and banks, consumer products companies and luxurygoods companies.

"This action reflects S&P's expectation for meaningful improvementduring the fourth quarter of 2009 and first half of 2010 due tospending increases by luxury consumers," said Standard & Poor'scredit analyst David Kuntz, "as well as weak comparables duringthe first half of 2009." S&P believes that performance over thenear term will be similar to that of other upscale departmentstores, such as Neiman Marcus and Saks. Additionally, S&Panticipates that the liquidity situation will continue to improveover the near term due to performance gains. However, despite thestrengthening of operations, S&P expects that the company's creditprotection profile will remain very weak.

"S&P would consider raising the rating," added Mr. Kuntz, "if, inits estimation, performance has improved to such an extent thatthe company is able to fund working capital and capitalexpenditure needs through cash on hand, cash flow from operations,and availability under its $280 million revolving creditfacility." Additionally, S&P would look for some modest liquiditycushion in the future that could potentially absorb some weakeningof performance, although S&P does not expect this to occur.

BASHAS' INC: Wants to Keep $16-Million Art Collection-----------------------------------------------------According to Victoria Advocate, Bashas' Inc. and its creditors arefighting over a $16 million art collection put together by theCompany's chairman Eddie Basha and Zelma Basha Salmeri. TheCompany's creditors have been pressing to have the collectionsold to pay debts.

About Bashas' Inc.

Bashas' Inc. is a 77-year-old grocery chain that owns 158 retailstores located throughout Arizona. It is doing business asNational Grocery, Bashas Food, Bashas' United Drug, Food City,Eddie's Country Store, A,.J. Fine Foods, Western Produce, Bashas'Distribution Center, Sportsman's, and Bashas' Dine.

The Debtor did not file a list of creditors together with itspetition.

The petition was signed by the Debtor.

BON-TON STORES: S&P Raises Corporate Credit Rating to 'B'---------------------------------------------------------Standard & Poor's Ratings Services said that it raised itscorporate credit rating on York, Pa.-based Bon-Ton Stores Inc. to'B' from 'B-'. At the same time, S&P raised the issue-levelrating on the company's unsecured debt to 'CCC+' from 'CCC'. Therecovery rating remains unchanged at '6'.

"The upgrade reflects the significant improvement in operationsover the past year coupled with modest debt repayment, which hasresulted in a substantial enhancement to the company's creditprotection metrics," said Standard & Poor's credit analyst DavidKuntz. "The stable ratings outlook reflects S&P's view thatperformance will continue its positive momentum over the near termand that the company will use some of its available cash to repayoutstandings under its revolver."

The company has been a consolidator in the department storesector, making important acquisitions in 2003 and 2006. Thelatter came when Bon-Ton purchased Northern Department Store Group(Carson's) from Saks Inc. With 278 stores located in 23 states,the company is still much smaller than some of its principalcompetitors, such as J.C. Penney Co. Inc., Kohl's Corp., andMacy's Inc.

The stable ratings outlook reflects S&P's expectations thatoperations will likely trend modestly positive and the companywill use some of its available cash flow to repay outstandingsunder its revolver over the next year. S&P expects revenue growthwill be in the low single digits and that margins will remain in-line with recent historical trends as positive operating leverageoffsets some increase in expenses. S&P could raise the rating ifthe company is able to increase sales above expectations andachieve modest margin gains. At that time, sales growth would beabove 5% and margins would increase 50 basis points, resulting inleverage in the mid-4.0x range. S&P could lower the rating ifsales turn negative due to weak economic conditions or merchandiseissues and margins slip slightly as the company loses focus oncost controls. At the time, leverage would increase meaningfullyabove 6.0x.

BROADSTRIPE LLC: Seeks Plan Exclusivity Until July 2----------------------------------------------------Bill Rochelle at Bloomberg News reports that Broadstripe LLC isseeking a July 2 extension of its exclusive period to propose aChapter 11 plan. The Bankruptcy Court will consider the Debtor'srequest for a fifth extension at a hearing on May 4.

According to the report, Broadstripe, which has already filed areorganization plan, said it's not feasible to complete the caseuntil a suit by the unsecured creditors' committee is resolved,which contends that claims of the secured lenders should besubordinated or recharacterized as equity. Broadstripe says thesuit will have a "profound effect" on the distribution tocreditors. In addition, the committee vows to oppose a plan thatvalidates secured claims, while the lenders promise to defeat aplan that doesn't uphold their claims.

In addition, Broadstripe, according to the report, says there aretwo claims by rival cable operators totaling almost $160 millionfor alleged failures to complete asset purchase agreements. Thecompany says the outcome likewise will have a "profound impact" ona plan because the claims would be 10 times greater than otherunsecured creditors combined.

About Broadstripe LLC

Headquartered in Chesterfield, Missouri, Broadstripe LLC --http://www.broadstripe.com/-- provides videos and telephone services to consumers and business in Maryland, Michigan,Washington and Oregon. The Company and five of its affiliatesfiled for Chapter 11 protection on January 2, 2009 (Bankr. D. Del.Lead Case No. 09-10006). Attorneys at Ashby & Geddes, and GardereWynne Sewell LLP represent the Debtors in their restructuringefforts. The Debtors tapped FTI Consulting Inc. as theirrestructuring consultant, and Epiq Bankruptcy Consultants LLC astheir claims agent. In its petition, Broadstripe listed assetsand debts between $100 million and $500 million.

BUTTRUM GOODYEAR: Section 341(a) Meeting Scheduled for May 18-------------------------------------------------------------The U.S. Trustee for Region 14 will convene a meeting of ButtrumGoodyear Commerce Center, LLC's creditors on May 18, 2010, at10:00 a.m. The meeting will be held at the US Trustee MeetingRoom, 230 N. First Avenue, Suite 102, Phoenix, AZ (341-PHX).

This is the first meeting of creditors required under Section341(a) of the U.S. Bankruptcy Code in all bankruptcy cases.

All creditors are invited, but not required, to attend. ThisMeeting of Creditors offers the one opportunity in a bankruptcyproceeding for creditors to question a responsible office of theDebtor under oath about the company's financial affairs andoperations that would be of interest to the general body ofcreditors.

CALC: Gets Final NASDAQ Determination to Suspend Stock------------------------------------------------------California Coastal Communities, Inc., has been informed that theNASDAQ Listing and Hearing Review Council has declined to call forreview the NASDAQ Hearings Panel's prior determination to delistthe Company's common stock, which will result in the stock ceasingto be traded on The NASDAQ Stock Market effective at the open oftrading on April 27, 2010. At that time, the common stock will beeligible to trade over-the-counter in the recently createdOTCQB(TM) marketplace. This new comprehensive over-the-countermarket tier includes the securities of over 768 SEC reportingcompanies and banks formerly designated as Pink Sheets(R) stocks,in addition to the 3,050 securities that are currently quoted inboth Pink OTC Markets' electronic interdealer quotation system andFINRA's OTCBB(TM). All securities in the new OTCQB tier aredisplayed on http://www.otcmarkets.com/with an icon reading, "OTCQB - U.S. Registered."

The Company was hopeful that the Listing Council would lookfavorably upon the fact that the Company is in full compliancewith all applicable quantitative requirements for continuedlisting requirements of The NASDAQ Global Market. In that regard,the Panel's delisting decision was discretionary and appeared tobe based primarily on the Company's inability to emerge from itsvoluntary Chapter 11 bankruptcy proceedings by April 26, 2010.The Company commenced the Chapter 11 proceedings on October 27,2009, in order to extend the maturity dates and change therepayment schedules for its approximately $182 million ofBrightwater credit facilities debt in order to be able to repaythe debt in full by June 30, 2014, based on currently expectedhome sales during the next four years.

As previously reported, the Company received a delisting noticefrom the NASDAQ Staff the day after commencing the Chapter 11proceedings. The Company appealed the Staff's decision to thePanel and, in December 2009, the Panel granted the Company'srequest for continued listing on NASDAQ until April 26, 2010, uponwhich date the Company is presently required by the Panel'sdecision to have emerged from the Chapter 11 process. However,events beyond the Company's control such as the sale of loanpositions by certain syndicate members of the Brightwater creditfacilities, including KeyBank which was the agent for the lendingsyndicates, to new parties have caused delays in the Chapter 11process that make it impossible for the Company to meet theApril 26 NASDAQ deadline. The Company filed its plan ofreorganization on March 26, 2010, a hearing on its disclosurestatement is scheduled for May 12, 2010, and the Company isstriving to exit bankruptcy as expeditiously as possible.Therefore, the Company requested that the Panel extend itsdeadline so that the common stock would remain listed while theCompany completes the Chapter 11 process. When the Panel refusedto grant any further extension, the Company submitted the matterto the Listing Council. However, the Listing Council elected notto exercise its discretion to call the Company's matter for reviewor to grant a stay of the Panel's delisting determination. As aresult, the Company's common stock is scheduled to be suspendedfrom trading effective at the open of the market on April 27,2010.

The Company has filed an application with NASDAQ seeking therelisting of its securities on The NASDAQ Stock Market followingthe Company's emergence from the Chapter 11 process. In thatregard, all companies, whether listed on NASDAQ or not, arerequired to satisfy the initial listing requirements uponemergence from a Chapter 11 process to qualify for listing. Whilethe Company plans to take all necessary steps to ensure itscompliance with the applicable requirements, there can be noassurance as to whether or when the Company's common stock will berelisted on NASDAQ.

Finally, investors should be aware that trading of the Company'scommon stock in the over-the-counter market rather than on NASDAQmay negatively impact the trading price and the levels ofliquidity.

About California Coastal

The Company is a residential land development and homebuildingcompany operating in Southern California. The Company's principalsubsidiaries are Hearthside Homes which is a homebuilding company,and Signal Landmark which owns 105 acres on the Bolsa Chica mesawhere sales commenced in August 2007 at the 356-home Brightwatercommunity. Hearthside Homes has delivered over 2,300 homes tofamilies throughout Southern California since its formation in1994.

CALPINE CORPORATION: Moody's Affirms 'B2' Corporate Family Rating-----------------------------------------------------------------Moody's Investors Service affirmed the ratings of CalpineCorporation including its Corporate Family Rating at B2, itsspeculative grade liquidity rating of SGL-2 as well as the B1rating for Calpine Construction Finance Company, L.P.'s seniorsecured notes. The rating outlook for Calpine and CCFC ispositive. The rating affirmation and the continuation of thepositive rating outlook follow the announcement that Calpine wouldacquire 4,490 megawatts of unregulated generation assets owned byConnectiv Energy, a PEPCO Holdings subsidiary, for approximately$1.65 billion.

"We consider Calpine's purchase of Connectiv's generation assetsas a credit positive event", stated A.J. Sabatelle, Senior VicePresident of Moody's. "Calpine's credit metrics for 2010 shouldremain in line with 2009 results and should continue trendingpositively, once a full year of Connectiv's operations areconsidered", added Sabatelle.

The rating affirmation and maintenance of a positive ratingoutlook reflects the company's continuing improvement in itsfinancial performance, and the expectation for similar financialresults through 2010 following the company's acquisition ofConnectiv's generation assets. At December 31, 2009, Moody'scalculates the ratio of Calpine's cash flow to debt at 7.2%, itscash flow coverage of interest at nearly 2.0x and its free cashflow to debt at 5.9%. All of these metrics represent a meaningfulimprovement from year-end 2008. Moody's rating and positiverating outlook incorporates a belief that Calpine should be ableto meet or exceed 2009 credit metrics over the next 12 months.These financial measures, which incorporate Moody's standardadjustments, are consistent with the financial measures of otherB-rated unregulated wholesale power companies.

The rating action considers the incremental and fairly predictablecontribution to Calpine's earnings and cash flow principallyderived from PJM capacity contracts, and the increaseddiversification to operations, as the transaction greatlyincreases Calpine's footprint in PJM. While about 30% of thecapacity acquired is old and less efficient, all of the capacityreceives some form of capacity payment, which should continuegiven the locational value of several of these assets. From avaluation perspective, Moody's believe that the price paid byCalpine appears attractive even if one ascribes no value toapproximately 1,500 mw of older, less efficient fossil-fuelassets. As a point of reference, Moody's calculates that Calpineis selling two of its natural gas plants to a utility for $794 /KW, which equates to a value that is about 40% higher than whatCalpine is paying for Connectiv's newest and most efficientgeneration assets.

Moody's understands that Calpine has arranged a $1.3 billionsecured term loan which along with cash on hand will be used tofinance this acquisition. Importantly, two weeks ago, Calpineagreed to sell its Rocky Mountain and Blue Spruce natural-gasfired generation plants to Public Service Company of Colorado for$739 million, which when completed will reduce consolidated debtby $400 million and provide Calpine with net cash proceeds ofaround $400 million. Completion of this asset sale is animportant consideration in the rating action.

The speculative grade rating of SGL-2 reflects Moody's view thatCalpine will have good liquidity over the next 12 months basedupon internal cash flow generation, balance sheet liquidity, andheadroom under the company's covenants. During 2009, Moody'scalculates Calpine generated free cash flow of $582 million andexpects the company to generate more than $500 million of freecash flow during 2010. At year-end 2009, Calpine had unrestrictedcash of nearly $1 billion and access to credit facilities ofaround $800 million. While cash on hand will decrease by morethan $500 million when the Connectiv assets are acquired, cash onhand is expected to be replenished from both internal sources andfrom the completion of the asset sale with PSCO. Moody's expectsthe company to be able to satisfy its maturing debt requirementsover the next 12 months from internal sources, and expects thecompany to remain comfortably in compliance with the threefinancial covenants in its credit facilities. With respect toother forms of liquidity, virtually all of the company's assetsare pledged to creditors under either project level subsidiaryagreements or under the company's first lien credit agreements.However, the value ascribed to the Rocky Mountain and Blue Sprucetransaction supports a view that Calpine's highly efficient fleetof natural-gas fired generation could provide a meaningful sourceof alternative sources of liquidity for the company.

The rating could be upgraded if the company continues tosuccessfully execute on its current plan through strong plantperformance and a carefully implemented hedging strategy whichresults in free cash flow generation that helps facilitateconsolidated debt reduction. Specifically, Calpine's CFR could beupgraded if Moody's believe that the company's free cash flowgeneration will be in the high single digits, its cash flow todebt approaches 10%, and its cash coverage of interest expenseremains above 2.0x on a sustainable basis. In light of thepositive rating outlook, limited prospects exist for the rating tobe downgraded in the near-term. However, should poor operatingperformance across the fleet emerge or weaker than expected energymarkets lead to a decline in expected cash flows resulting in theratio of cash flow to interest expense falling below 1.5 x or cashflow to debt declining to below 5%, the rating could bedowngraded.

Moody's last rating action on Calpine and CCFC occurred onOctober 13, 2009, when Calpine and CCFC's ratings were affirmedand the rating outlook was changed to positive from stable.

Ratings affirmed are Calpine's CFR, Probability of Default Rating,secured revolver and secured term loan, all rated B2, itsspeculative grade liquidity rating of SGL-2 as well as the B1rating for CCFC senior secured notes.

Headquartered in Houston, Texas, Calpine is a major U.S.independent power company with assets of $16.65 billion and anaggregate generating capacity of 24,738 MW, including partnershipinterests at December 31, 2009. The company owns, leases, andoperates natural gas-fueled and renewable geothermal power plants.

CASCADE ACCEPTANCE: Plan Outline Hearing Continued to May 14------------------------------------------------------------The U.S. Bankruptcy Court for the Northern District of Californiahas continued until May 14, 2010, at 10:00 a.m., the hearing onapproval of Cascade Acceptance Corporation's Disclosure Statementexplaining its proposed Plan of Reorganization. The hearing willbe held at the Santa Rosa Courtroom.

The Debtors will begin soliciting votes on the Plan followingapproval of the adequacy of the information in the DisclosureStatement.

As reported in the Troubled Company Reporter on March 4, 2010,according to the Disclosure Statement, the Plan provides for thereorganization of the Debtor and payment or provision for all ofthe Debtor's creditors. The Plan also provides for thedisposition of the Debtor's assets. The Debtor proposes to payall creditors in full over a period of six years.

Claims in various classes will be treated as:

* Class 2 (Secured Claims) will be paid according to the terms and condition of the existing contract. Any existing defaults in any terms or conditions of the underlying loan documentation will be deemed cured by the confirmation of the Plan.

* Class 3 (Unsecured Priority Claims) will be paid in full in five equal annual installments with interest at the Plan interest rate.

(i) the promissory note will bear interest at Plan interest rate of $3%;

(ii) the due date of the Class Four Reorganized Debtor Promissory Note will be 36 months from the effective date;

(iii) the Reorganized Debtor will make payments from the accumulated cash on hand. Whether or not payment will be made towards the principal amount of the promissory note will be determined by the Reorganized Debtor.

* Class 5 (Special Unsecured Claims) -- Upon application to the Reorganized Debtor in writing, any creditor may request that the Reorganized Debtor's board of directors consider and approve a special distribution to that creditor as a Class 5 creditor for a sum not to exceed $10,000.

CIMINO BROKERAGE: Can Use Secured Creditors Cash Until May 31-------------------------------------------------------------The Hon. Arthur S. Weissbrodt of the U.S. Bankruptcy Court for theNorthern District of California authorized Cimino BrokerageCompany to use the cash collateral of secured creditors -- WellsFargo Bank and Temple-Inland, Inc. -- until May 31, 2010.

A further hearing to consider extended use of cash collateral, aswell as the Chapter 11 Status Conference, will be held on May 25,2010 at 10:15 a.m. The Debtor may file its brief and evidence insupport of further use of cash collateral not later than May 14,while the secured creditors may file their objections not laterthan May 20, 2010.

The Debtor is authorized to use the money to fund its Chapter 11case and pay suppliers and other parties, and exceed budgetedexpenses by 15%.

As adequate protection for any diminution in value of the lenders'collateral, the Debtors will grant the secured creditorsreplacement lien on postpetition assets derived. The replacementlien will be subordinate to the (i) compensation and expensereimbursement allowed to a trustee in any successor Chapter 7case; and (ii) fees payable to the U.S. Trustee. The securedcreditors will also be granted superpriority administrativeexpense claim.

The Debtor is also directed to continue making adequate protectionpayments to the Bank, in the amount of $41,000 per month.

As additional condition to the cash collateral use, the Debtor isrequired to file its plan of reorganization not later thanApril 23, 2010. A hearing to consider the approval of thedisclosure statement describing the Debtor's Plan ofReorganization will be held on May 25, 2010 at 10:15 a.m.

About Cimino Brokerage

Salinas, California-based Cimino Brokerage Company, a Californiageneral partnership -- aka Cimino Brothers Produce and dba CiminoBrothers Produce -- was founded over 15 years ago by the Ciminofamily, which has been in the agricultural business since 1895.The Debtor is currently owned 50% by Vincent Cimino, 25% by ArmandCimino and 25% by Stephanie Cimino. The Company is a year-roundgrower, shipper and distributor of fresh vegetables andfruits, primarily broccoli. The Company, through its Mexicanwholly-owned subsidiary (Cimino Brothers Produce Mexico S.A. deC.V. is the creator of the Asian Cut Crown broccoli category, andhas developed the largest national network of Asian foodservicedistributors and customers in the nation. The Company'sadministrative operations are carried out from its facilities inSalinas, California. The Company's primary cooling facilities inthe United States are located in Laredo, Texas.

Michael Righetti, Esq., at Righetti Law Firm, P.C., in SanFrancisco, California -- matt@righettilaw.com -- notes that thecourt In Re Charter Co. 876 F.2d 866, 873 (C.A.11 (Fla.),1989)discussed when Rule 23 may be invoked. The court stated that therule may be invoked in two circumstances -- in an adversaryproceeding and in a contested matter.

"Pursuant to the terms of Bankruptcy Rule 7023, Rule 23 applies in any adversary proceeding. Also, under Bankruptcy Rule 9014, the bankruptcy judge may at his discretion apply Bankruptcy Rule 7023, and by extension Rule 23, in a contested matter."

Each of the claims represents a continuation of ongoing statecourt litigation that existed well before the Debtors filedproceedings in the Bankruptcy Court. The Creditors' claims wereoriginally filed in California Superior Court as proposed classaction cases against Debtor Circuit City Stores, Inc., et al.Each case alleges violations by the Debtor of California's strictminimum working condition statutes, Mr. Righetti relates.

Mr. Righetti notes that pursuant to Eleventh Circuit and SeventhCircuit case law, which is relied upon and cited heavily by theBankruptcy Court, a class proof of claim is "deemed allowed"until objected to. In January 2009, the Creditors, individuallyand on behalf of the class individuals they purport to represent,filed four timely and different class proofs of claim.

The Debtors' counsel repeatedly informed the Creditors' counselthat the Bankruptcy Court had previously made clear that it wouldneither consider relief from the automatic stay, nor allow theparties an opportunity to litigate the claims in BankruptcyCourt, given the limited assets available and the BankruptcyCourt's desire to curtail litigation costs. In reliance on theposition taken by the Debtors, up to this point in time, theCreditors have had no realistic opportunity to have their claimsconsidered by the Bankruptcy Court, Mr. Righetti says. Asinstructed by the Debtors, the Creditors have patiently waited todetermine the status of their claims.

It was not until over a year after the Claims were filed, onFebruary 25, 2010, that the Debtors first made any substantiveobjection to the Creditors' class proofs of claim on the groundsthat they should not be allowed to proceed on a class-wide basis,Mr. Righetti notes.

The Debtors filed their Nineteenth Omnibus Objection, seeking toreclassify the claims, among others, of Messrs. Gentry andHernandez to general unsecured claims. The Debtors also filedtheir Thirty-First Omnibus Objection as to the class claims ofMessrs. Card and Skaf, seeking to disallow them in general simplybecause the Debtors "disputed liability."

In their supplements to the Objections, the Debtors suddenlyobjected to the class proofs of claim as to the unnamed claimantsthat the Creditors seek to represent in the four putative classactions. Before February 25, 2010, the Creditors had absolutelyno knowledge whatsoever as to whether the Debtors disputed thespecific allegations associated with the class proofs of claimbecause the Debtors made clear that the Bankruptcy Court wouldnot countenance the Creditors' multiple requests to determine anyof the Debtors' contentions regarding any of the four proofs ofclaim related to the four putative class actions, Mr. Righettirelates.

As the Debtors have finally "shown [their] cards" with respect tothe discrete issue regarding class certification, the time is nowripe for the Bankruptcy Court to hear and rule upon theCreditors' requests to apply Rule 7023 to their class proofs ofclaim pursuant to Bankruptcy Rule 9014. It is clear that at noearlier point in time would the Bankruptcy Court have considereda Bankruptcy Rule 7023 motion by the Creditors -- and the CircuitCourts of the 11th and 7th circuits make clear that no suchmotion was required before now, Mr. Righetti asserts.

About Circuit City

Headquartered in Richmond, Virginia, Circuit City Stores Inc.(NYSE: CC) -- http://www.circuitcity.com/-- was a specialty retailer of consumer electronics, home office products,entertainment software and related services in the U.S. andCanada.

Circuit City Stores together with 17 affiliates filed a voluntarypetition for reorganization relief under Chapter 11 of theBankruptcy Code on November 10 (Bankr. E.D. Va. Lead Case No. 08-35653). InterTAN Canada, Ltd., which runs Circuit City's Canadianoperations, also sought protection under the Companies' CreditorsArrangement Act in Canada.

Circuit City has opted to liquidate its 721 stores. It hasobtained the Bankruptcy Court's approval to pursue going-out-of-business sales, and sell its store leases.

In May 2009, Systemax Inc., a multi-channel retailer of computers,electronics, and industrial products, acquired certain assets,including the name Circuit City, from the Debtors through a Court-approved auction.

CIRCUIT CITY: Court OKs Sale of Louisville Property to Nicklies---------------------------------------------------------------The Bankruptcy Court approved Circuit City Stores Inc.'s agreementwith Janet F. Nicklies for the sale of certain of the realproperty of the Seller, Circuit City Stores, Inc., located at 5120Dixie Highway, in Louisville, Kentucky.

Judge Huennekens overruled on the merits and denied withprejudice any and all objections not waived, withdrawn, settled,adjourned or otherwise resolved.

The sale hearing was held on March 18, 2010.

The Agreement and any related agreements, documents or otherinstruments may be modified, amended or supplemented by theparties, in a writing signed by the parties, without furtherCourt order. However, any amendment should be disclosed to theOfficial Committee of Unsecured Creditors and not have a materialadverse effect on the Seller's estate, in the good faith businessjudgment of the Seller.

Upon consummation of the Agreement, the Seller's right, tile andinterest in the Property will be transferred to the SuccessfulBidder free and clear of all Liens except certain PermittedEncumbrances, with all Liens to attach to the cash proceeds ofthe Sale in the order of their priority, with the same validity,force and effect which they had as against the Propertyimmediately before the transfer, subject to any claims anddefenses the Seller.

Under Section 365 of the Bankruptcy Code, the Seller isauthorized to assume the Lease associated with the Property, andto assign the Lease to the Purchaser, which assignment will takeplace on Closing. Under Section 363 of the Bankruptcy Code, theSeller is authorized to sell the Lease to the Purchaser.

Among other things, upon Closing, subject to certain provisions,the Purchaser will succeed to the entirety of the Seller's rightsand obligations in the Lease due, accruing, arising orattributable to the time period occurring on or after theClosing, and will have the rights of the landlord thereunder.

Headquartered in Richmond, Virginia, Circuit City Stores Inc.(NYSE: CC) -- http://www.circuitcity.com/-- was a specialty retailer of consumer electronics, home office products,entertainment software and related services in the U.S. andCanada.

Circuit City Stores together with 17 affiliates filed a voluntarypetition for reorganization relief under Chapter 11 of theBankruptcy Code on November 10 (Bankr. E.D. Va. Lead Case No. 08-35653). InterTAN Canada, Ltd., which runs Circuit City's Canadianoperations, also sought protection under the Companies' CreditorsArrangement Act in Canada.

Circuit City has opted to liquidate its 721 stores. It hasobtained the Bankruptcy Court's approval to pursue going-out-of-business sales, and sell its store leases.

In May 2009, Systemax Inc., a multi-channel retailer of computers,electronics, and industrial products, acquired certain assets,including the name Circuit City, from the Debtors through a Court-approved auction.

CIRCUIT CITY: Gets OK to Hire Alfred Siegel as CRO--------------------------------------------------Circuit City Stores Inc. and its units received approval, pursuantto Sections 105(a) and 363 of the Bankruptcy Code, to employAlfred H. Siegel, a partner of Crowe Horwath LLP, a publicaccounting and consulting firm, as their chief restructuringofficer, and, to the extent Mr. Siegel deems appropriate,additional Crowe professionals.

The Debtors are continuing to wind down their affairs and hope tosecure confirmation of their First Amended Joint Plan ofReorganization in the near future. The Debtors' chief executiveofficer has resigned and Michelle Mosier, the Debtors' controllerand chief accounting officer, has advised the Debtors that shewill also leave the company by no later than the hearing on thecurrent motion.

Accordingly, the Debtors require a CRO to administer theirestates up to the effective date of the Plan, Ms. Mosier says.

Moreover, upon the Plan Effective Date, many of the Debtors'current management professionals, including those with thegreatest knowledge and primary responsibility for management ofthe Debtors' Chapter 11 cases, will no longer be involved in thecases. The Debtors will be dissolved and replaced by theLiquidating Trust, as provided in the Plan, to be administered,in consultation with the Liquidating Trust Oversight Committee,by the Liquidating Trustee. Pursuant to the Plan, Mr. Siegel isthe proposed Liquidating Trustee, Ms. Mosier relates.

Based on the progression of events, Ms. Mosier asserts that it isimportant that Mr. Siegel be retained and employed as CRO so thathe can (i) administer the Debtors' estates now that the CEO hasresigned and Ms. Mosier, as Controller and Chief AccountingOfficer, has given notice of her plans to do so, and (ii)familiarize himself with the Debtors' Chapter 11 cases.

As CRO, Mr. Siegel will begin the Debtors' transition to post-confirmation liquidation, and will be able to take the stepsnecessary and appropriate for the efficient administration of theLiquidating Trust.

According to Ms. Mosier, pursuant to the engagement agreement,Mr. Siegel will serve as CRO to the Debtors at the direction of,and reporting to, the Board. He will provide interim managementassistance, including overseeing:

(a) the recovery and disposition of the Debtors' remaining assets;

(b) the reconciliation of liabilities;

(c) the administration of the Debtors' bankruptcy reporting requirements and compliance with obligations as debtor-in -possession under Sections 1107 and 1108 of the Bankruptcy Code;

(d) all litigation, claims objection and adversary proceedings; and

(e) the Debtors' efforts to obtain confirmation of the Plan.

Pursuant to the Engagement Agreement, Mr. Siegel may also engageother Crowe professionals to assist him with operational,financial, tax and accounting matters, as deemed necessary andappropriate. In his capacity as CRO, Mr. Siegel will not havethe authority to expand or limit the scope of the servicesprovided by any professional retained by the Debtors in theChapter 11 cases, although he may make recommendations to theBoard with respect to these matters, Ms. Mosier says.

Mr. Siegel and Crowe will be paid their customary hourly rates,and will be reimbursed for necessary expenses incurred. Theestimated hourly rates are:

Because Mr. Siegel and Crowe are not being employed asprofessionals under Section 327 of the Bankruptcy Code, they willnot submit quarterly or final fee applications pursuant toSections 330 and 331 of the Bankruptcy Code. However, Mr. Siegeland Crowe will submit statements of services performed andexpenses incurred to the Debtors and other parties in interest ona monthly basis in accordance with the Interim CompensationOrder.

According to the Debtors, the fact that Mr. Siegel serves as CROwill not conflict or preclude him from serving as the LiquidatingTrustee under the Plan.

Mr. Siegel discloses in his affidavit that he and Crowe have inthe past been retained by, and presently and likely in the futurewill provide services for, certain creditors of the Debtors,other parties-in-interest, and their attorneys and otherprofessionals in matters unrelated to the parties' claims againstthe Debtors or interests in the Chapter 11 cases. He informs theCourt that he and Crowe currently perform or have previouslyperformed certain services for these entities:

Mr. Siegel assures the Court that he nor Crowe has provided, andwill not provide, professional services to any of the creditors,other parties-in-interest, or their attorneys with regard to anymatters related to the Debtors' Chapter 11 cases.

Mr. Siegel asserts that he and Crowe do not hold or represent aninterest adverse to the estate that would impair their ability toobjectively perform professional services for the Debtors, inaccordance with Section 327. Mr. Siegel attests that he andCrowe are disinterested persons, as that term is defined inSection 101(14) of the Bankruptcy Code.

About Circuit City

Headquartered in Richmond, Virginia, Circuit City Stores Inc.(NYSE: CC) -- http://www.circuitcity.com/-- was a specialty retailer of consumer electronics, home office products,entertainment software and related services in the U.S. andCanada.

Circuit City Stores together with 17 affiliates filed a voluntarypetition for reorganization relief under Chapter 11 of theBankruptcy Code on November 10 (Bankr. E.D. Va. Lead Case No. 08-35653). InterTAN Canada, Ltd., which runs Circuit City's Canadianoperations, also sought protection under the Companies' CreditorsArrangement Act in Canada.

Circuit City has opted to liquidate its 721 stores. It hasobtained the Bankruptcy Court's approval to pursue going-out-of-business sales, and sell its store leases.

In May 2009, Systemax Inc., a multi-channel retailer of computers,electronics, and industrial products, acquired certain assets,including the name Circuit City, from the Debtors through a Court-approved auction.

CITIZENS REPUBLIC: Trust Preferred Payment Deferral Continues-------------------------------------------------------------After reporting net losses over the last several quarters,Citizens Republic Bancorp, Inc. (Nasdaq: CRBC) determined duringthe first quarter of 2010, in consultation with the FederalReserve Bank of Chicago as required by regulatory policy, to deferregularly scheduled quarterly interest payments on its outstandingjunior subordinated debentures relating to the 7.50% EnhancedTrust Preferred Securities of Citizens Funding Trust I and itsFixed Rate Cumulative Perpetual Preferred Stock, Series A, issuedto the U.S. Department of the Treasury. As reported in theTroubled Company Reporter on Feb. 1, 2010, deferral of thesepayments, which is permitted pursuant to the underlyingdocumentation, is expected to preserve a total of $4.9 million ofcash each quarter, although such amounts will continue to accrue.Citizens says it has demonstrated it has sufficient cash andliquidity to pay these amounts, but is taking these actions tosupport and preserve its capital position in light of economicconditions and to lessen the potential need for raising anyadditional capital. Citizens says that it intends to reevaluatethe deferral of these payments periodically and, in consultationwith its regulators, will consider reinstating these payments whenappropriate.

Under the terms of the junior subordinated debentures and trustdocuments, as reported in the Troubled Company Reporter on Feb. 1,2010, Citizens is allowed to defer payments of interest for up to10 years without default. Also during the deferral period,Citizens generally may not pay cash dividends on or purchase itscommon stock or preferred stock, including the TARP PreferredStock. Dividend payments on the TARP Preferred Stock may bedeferred without default, but the dividend is cumulative and mayeventually give the holder board representation rights.

With $11.7 billion in total assets at Mar. 31, 2010, CitizensRepublic Bancorp, Inc. -- http://www.citizensbanking.com/-- is a diversified financial services company providing a wide range ofcommercial, consumer, mortgage banking, trust and financialplanning services to a broad client base. Citizens servescommunities in Michigan, Ohio, Wisconsin, and Indiana with 218offices and 255 ATMs. Citizens is the largest bank holding companyheadquartered in Michigan with roots dating back to 1871 and isthe 46th largest bank holding company headquartered in the UnitedStates.

CLEARPOINT BUSINESS: Posts $3,075,352 Net Loss for 2009-------------------------------------------------------ClearPoint Business Resources, Inc., filed with the Securities andExchange Commission its annual report on Form 10-K for the fiscalyear ended December 31, 2009. ClearPoint Business reported a netloss of $3,075,352 for 2009 from a net loss of $38,785,741 for2008. Revenue was $5,241,706 for 2009 from $33,496,240 for 2008.

As of December 31, 2009, the Company had total assets of$2,559,388 against total liabilities of $27,545,827, resulting instockholders' deficit of $24,986,439.

In its April 15, 2010 report, Asher & Company, Ltd., inPhiladelphia, Pennsylvania, said the Company's recurring lossesfrom operations, net working capital deficiency, stockholders'deficit, debt covenant violations, and inability to generatesufficient cash flow to meet its obligations and sustain itsoperations raise substantial doubt about its ability to continueas a going concern.

Historically, ClearPoint has funded its cash and liquidity needsthrough cash generated from operations and debt financing. AtDecember 31, 2009, the Company had an accumulated deficit of$57,565,895 and working capital deficiency of $19,592,004. Forthe year ended December 31, 2009, the Company incurred a net lossof $3,075,352. Although the Company restructured its debt andobtained new financing in the third quarter of 2009, cashprojected to be generated from operations may not be sufficient tofund operations and meet debt repayment obligations during thenext 12 months. To meet its future cash and liquidity needs, theCompany may be required to raise additional financing orrestructure its existing debt. There is no assurance that theCompany will be successful in obtaining additional financing orrestructuring of its existing debt. If the Company does notgenerate sufficient cash from operations, raise additionalfinancing or restructure existing debt, there is substantial doubtabout the ability of the Company to continue as a going concern.

On February 9, 2010, as a consequence of certain defaults under anAmended Loan Agreement with ComVest, ComVest exercised the defaultexercise provision under the Amended ComVest Warrant. As aresult, ComVest now beneficially owns a majority of the Company'scommon stock.

Based in Chalfont, Pennsylvania, ClearPoint Business Resources,Inc., is a workplace management solutions provider. Prior to year2008, ClearPoint provided various temporary staffing services asboth a direct provider and as a franchisor. During the year endedDecember 31, 2008, ClearPoint transitioned its business model froma temporary staffing provider through a network of branch-basedoffices or franchises to a provider that manages clients'temporary staffing needs through its open Internet portal-basediLabor network. Under the new business model, ClearPoint acts asa broker for its clients and network of temporary staffingsuppliers using iLabor.

CONGOLEUM CORP: Reaches Litigation Settlement with Chartis----------------------------------------------------------Congoleum Corporation has reached a litigation settlement with theChartis Companies. Under the terms of the agreement, the ChartisCompanies have agreed to pay $40 million over a period of sixyears in exchange for a buyback of certain subject insurancepolicies. The $40 million will be paid into the trust formed byCongoleum's plan of reorganization for distribution to asbestosclaimants. The settlement is subject to court approval and otherconditions.

Roger S. Marcus, Chairman of the Board, commented, "With thislatest settlement, we have now resolved all our insurancelitigation and moved one step closer to completing ourreorganization. I look forward to the confirmation hearing on ourplan that is scheduled for June and believe we can emerge frombankruptcy shortly thereafter."

Various entities have filed bankruptcy plans for the Debtors. InFebruary 2008, the legal representative for future asbestos-related claimants; the asbestos claimants' committee; the officialCommittee of holders of the Company's 8-5/8 % Senior Notes dueAugust 1, 2008; and Congoleum jointly filed a joint plan ofreorganization. Various objections to the Joint Plan were filed.In June 2008, the Bankruptcy Court issued a ruling that the JointPlan was not legally confirmable.

In August 2008, the Bondholders' Committee, the ACC, the FCR,representatives of holders of prepetition settlements andCongoleum entered into a term sheet describing the proposedmaterial terms of a new plan of reorganization and a settlement ofavoidance litigation with respect to prepetition claim settlement.Certain insurers and a large bondholder filed objections to theLitigation Settlement or reserved their rights to object toconfirmation of the Amended Joint Plan. The Bankruptcy Courtapproved the Litigation Settlement in October 2008. The AmendedJoint Plan was filed in November 2008.

On February 27, 2009, Congoleum and the Bondholders' Committeeappealed the Order of Dismissal and the ruling denying planconfirmation to the U.S. District Court for the District of NewJersey. The District Court overturned the dismissal order, andassumed jurisdiction of the bankruptcy proceedings.

CONSPIRACY ENTERTAINMENT: Reports $979,968 Net Loss for 2009------------------------------------------------------------Conspiracy Entertainment Holdings, Inc., filed with the Securitiesand Exchange Commission its annual report on Form 10-K for thefiscal year ended December 31, 2009. The Company reported a netloss of $979,968 for 2009 from net income of $265,603,000 for2008. Net sales were $9,600,592 for 2009 from $10,905,490 for2008.

At December 31, 2009, the Company had $4,219,368 in total assetsagainst $9,386,807 in total liabilities, resulting instockholders' deficit of $5,167,439. As of December 31, 2009, theCompany had a working capital deficiency of $3,736,214 and anaccumulated deficit of $12,400,762.

In its 2009 Annual Report, the Company said there are noassurances "that we will be able to achieve a level of revenuesadequate to generate sufficient cash flow from operations orobtain additional financing through private placements, publicofferings and/or bank financing necessary to support our workingcapital requirements. To the extent that funds generated from anyprivate placements, public offerings and/or bank financing areinsufficient, we will have to raise additional working capital.No assurance can be given that additional financing will beavailable, or if available, will be on acceptable terms. Theseconditions raise substantial doubt about our ability to continueas a going concern. If adequate working capital is not availablewe may be forced to discontinue operations, which would causeinvestors to lose their entire investment."

In its April 14, 2010 report, Chisholm, Bierwolf, Nilson & MorrillLLC in Bountiful, Utah, expressed substantial doubt about theCompany's ability to continue as a going concern.

Based in Santa Monica, California, Conspiracy EntertainmentHoldings, Inc., develops, publishes and markets interactiveentertainment software. The Company currently publishes titlesfor many popular interactive entertainment hardware platforms,such as Sony's PlayStation, Nintendo 64 and Nintendo's Game BoyColor and Game Boy Advance as well as the next generation hardwareplatforms such as Sony's PlayStation 2, Sony's PSP, NintendoGameCube, Nintendo's DS, Microsoft's Xbox, and also for the PC.

CONTINENTAL AIRLINES: US Airways Discontinues UAL Merger Talks--------------------------------------------------------------US Airways Group, Inc., on Thursday said it has discontinuedrecent discussions with UAL Corporation regarding a potentialmerger between the two companies.

US Airways Chairman and CEO Doug Parker said, "US Airways has longbeen a proponent for consolidation in our industry. Asopportunities have arisen for our company to participate inconsolidation, we have taken a close and careful look at ouroptions, always with an eye on what is in the best interests ofour shareholders, customers, employees and the communities weserve.

"We have recently held discussions with United Airlines regardinga possible combination between our two airlines. After anextensive review and careful consideration, our Board of Directorshas decided to discontinue those discussions.

"While it is our policy not to comment on rumors concerningstrategic transactions, because of the persistent rumors about apossible transaction with United Airlines we believe it isappropriate to clarify the status of those negotiations. In thefuture, we will continue to follow our policy of not commenting onpotential strategic transactions until we have entered into adefinitive agreement with respect to a specific transaction.

"It remains our belief that consolidation makes sense in anindustry as fragmented as ours. Whether we participate or not,consolidation that leads to a more efficient industry better ableto withstand economic volatility, global competition and thecyclical nature of our industry is a positive outcome.

"The US Airways team is doing an outstanding job of running areliable airline, taking care of our customers and keeping ourcosts down. We are well along the road to near-term profitabilityand are well-positioned for sustainable, long-term success. As theindustry becomes less fragmented and more stable, everyone willbenefit."

* * *

According to The Wall Street Journal's Susan Carey, US Airways'withdrawal clears the way for United to focus on talks withContinental Airlines Inc. over a possible combination. But Ms.Carey notes US Airways' exit reduces the pressure on Continentalto consummate such a deal.

Ms. Carey reports that one person familiar with the matter saidthe recent United-US Airways talks were "deep and earnest" anduncovered synergies from cutting costs and capturing addedrevenue. Ms. Carey relates another person familiar with thematter said the airlines couldn't agree on the exchange ratio in ashare swap or who would run a combined entity. The Journal'ssource also said US Airways directors "didn't feel like waitingaround" and didn't want to "provide more leverage for United in[the Continental] discussions."

According to the Journal, two people with knowledge of the mattersaid Continental was caught off-guard by media reports that Unitedand US Airways were in deep talks. Those two sources told theJournal that Jeff Smisek, Continental's new CEO, called GlennTilton, his counterpart at UAL, late last week and due diligencewas begun on a potential deal that would be a stock swap. Butgiven what happened two years ago, when Continental rejectedUnited as a partner, everyone is proceeding cautiously, thesources told the Journal, adding talks could break down.

About Continental Airlines

Continental Airlines Inc. (NYSE: CAL) --http://www.continental.com/-- is the world's fifth largest airline. Continental, together with Continental Express andContinental Connection, has more than 2,400 daily departuresthroughout the Americas, Europe and Asia, serving 130 domestic and132 international destinations. Continental is a member of StarAlliance, which provides access to more than 900 additional pointsin 169 countries via 24 other member airlines. With more than41,000 employees, Continental has hubs serving New York, Houston,Cleveland and Guam, and together with its regional partners,carries roughly 63 million passengers per year.

At December 31, 2009, Continental had total assets of$12.781 billion against total current liabilities of$4.389 billion; long-term debt and capital leases of$5.291 billion; deferred income taxes of $203 million; accruedpension liability of $1.248 billion; accrued retiree medicalbenefits of $216 million; and other liabilities of $844 million.At December 31, 2009, the Company had accumulated deficit of$442 million, accumulated other comprehensive loss of$1.185 billion and stockholders' equity of $590 million. TheDecember 31 balance sheet showed strained liquidity: Continentalhad total current assets of $4.373 billion against total currentliabilities of $4.389 billion.

* * *

As reported by the Troubled Company Reporter on September 4, 2009,Standard & Poor's Ratings Services lowered its issue-level ratingson all senior unsecured debt of Continental to 'CCC+' from 'B-'and revised the recovery ratings on certain unsecured debt issues,excluding industrial revenue bonds, to '6' from '5'. At the sametime, S&P affirmed its 'B' corporate credit rating and secureddebt ratings on Continental.

The ratings on Continental's unsecured debt are based principallyon declining aircraft values caused by the global aviationdownturn. This could result in reduced asset protection forunsecured creditors if Continental were to file for bankruptcy.

Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA) --http://www.united.com/-- is the holding company for United Airlines, Inc. United Airlines is the world's second largest aircarrier. The airline flies to Brazil, Korea and Germany.

US Airways -- http://www.usairways.com/-- along with US Airways Shuttle and US Airways Express, operates more than 3,000 flightsper day and serves more than 190 communities in the U.S., Canada,Mexico, Europe, the Middle East, the Caribbean, Central and SouthAmerica.

Under a Chapter 11 plan declared effective on March 31, 2003,USAir emerged from bankruptcy with the Retirement Systems ofAlabama taking a 40% equity stake in the deleveraged carrier inexchange for $240 million infusion of new capital.

As of December 31, 2009, US Airways had total assets of$7,454,000,000, including $2,331,000,000 in total current assets,against total current liabilities of $2,789,000,000 and totalnoncurrent liabilities and deferred credits of $5,020,000,000,resulting in $355,000,000 stockholders' deficit.

CONTINENTAL AIRLINES: Said to Weigh No-Premium Stock Deal with UAL------------------------------------------------------------------UAL Corp.'s United Airlines and Continental Airlines Inc. areconsidering a stock-for-stock merger with no market premiumBloomberg News reports, citing two people with knowledge of thetalks.

According to Bloomberg, the people familiar with the private talkssaid that under the merger UAL Chief Executive Officer GlennTilton, 62, would become chairman while Continental CEO JeffSmisek, 55, would become CEO. The terms aren't final and a dealmay be more than a week away, the people said.

Bloomberg News said at merger would create a company valued atmore than $6 billion. Putting together United and Continentalwould create the world's largest carrier by passenger traffic,surpassing Delta Air Lines Inc.

The discussions were described after US Airways Group Inc. said ithad ended merger talks with United, leaving United and Continentalas the focus of industry consolidation.

About Continental Airlines

Continental Airlines Inc. (NYSE: CAL) --http://www.continental.com/-- is the world's fifth largest airline. Continental, together with Continental Express andContinental Connection, has more than 2,400 daily departuresthroughout the Americas, Europe and Asia, serving 130 domestic and132 international destinations. Continental is a member of StarAlliance, which provides access to more than 900 additional pointsin 169 countries via 24 other member airlines. With more than41,000 employees, Continental has hubs serving New York, Houston,Cleveland and Guam, and together with its regional partners,carries roughly 63 million passengers per year.

At December 31, 2009, Continental had total assets of$12.781 billion against total current liabilities of$4.389 billion; long-term debt and capital leases of$5.291 billion; deferred income taxes of $203 million; accruedpension liability of $1.248 billion; accrued retiree medicalbenefits of $216 million; and other liabilities of $844 million.At December 31, 2009, the Company had accumulated deficit of$442 million, accumulated other comprehensive loss of$1.185 billion and stockholders' equity of $590 million. TheDecember 31 balance sheet showed strained liquidity: Continentalhad total current assets of $4.373 billion against total currentliabilities of $4.389 billion.

* * *

As reported by the Troubled Company Reporter on September 4, 2009,Standard & Poor's Ratings Services lowered its issue-level ratingson all senior unsecured debt of Continental to 'CCC+' from 'B-'and revised the recovery ratings on certain unsecured debt issues,excluding industrial revenue bonds, to '6' from '5'. At the sametime, S&P affirmed its 'B' corporate credit rating and secureddebt ratings on Continental.

The ratings on Continental's unsecured debt are based principallyon declining aircraft values caused by the global aviationdownturn. This could result in reduced asset protection forunsecured creditors if Continental were to file for bankruptcy.

Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA) --http://www.united.com/-- is the holding company for United Airlines, Inc. United Airlines is the world's second largest aircarrier. The airline flies to Brazil, Korea and Germany.

US Airways -- http://www.usairways.com/-- along with US Airways Shuttle and US Airways Express, operates more than 3,000 flightsper day and serves more than 190 communities in the U.S., Canada,Mexico, Europe, the Middle East, the Caribbean, Central and SouthAmerica.

Under a Chapter 11 plan declared effective on March 31, 2003,USAir emerged from bankruptcy with the Retirement Systems ofAlabama taking a 40% equity stake in the deleveraged carrier inexchange for $240 million infusion of new capital.

As of December 31, 2009, US Airways had total assets of$7,454,000,000, including $2,331,000,000 in total current assets,against total current liabilities of $2,789,000,000 and totalnoncurrent liabilities and deferred credits of $5,020,000,000,resulting in $355,000,000 stockholders' deficit.

COOPER-STANDARD: Proposes Exit Financing Agreements---------------------------------------------------Over the past several months, Cooper-Standard Holdings Inc., itsdebtor affiliates and its advisers have worked on identifying theappropriate debt financing for their Second Amended Joint Chapter11 Plan of Reorganization.

Given the favorable conditions in the high yield debt markets,the Debtors have determined that they will raise $450 million ofexit financing in the capital markets through a notes offering,according to Drew Sloan, Esq., Richards Layton & Finger P.A., inWilmington, Delaware.

Mr. Sloan says that based on the Debtors' discussions withfinancial institutions including potential arrangers andunderwriters, the notes offering could provide the reorganizedcompanies with the best financing terms and operationalflexibility upon their emergence from bankruptcy.

In light of this, the Debtors seek approval of the U.S.Bankruptcy Court for the District of Delaware to (i) enter intocertain agreements in connection with anticipated exit financing;(ii) pay related fees and expenses as administrative expenses,and (iii) form a special purpose issuer.

New Notes Offering

To facilitate the funding of the new notes prior to confirmationof the Plan, the Debtors will form a new non-debtor Delawarecompany that will, in turn, form CSA Escrow Corporation.

CSA Escrow will be created solely to issue the new notes andgrant a lien on the proceeds of those notes. The issuer willenter into initial agreements relating to the new notes as wellas escrow agreements, under which the proceeds of the notes willbe held pending consummation of the Plan. It will also grant alien on the proceeds from the new notes and all other assets itholds.

Prior to confirmation of the Debtors' Plan, CSA Escrow will issuethe new notes in an amount not to exceed $450 million. Theproceeds of the notes will be held in escrow until certainconditions, including consummation of the Plan, are satisfied.

If these conditions are satisfied, CSA Escrow will merge intoreorganized Cooper-Standard Automotive Inc., with Cooper-Standardas the surviving entity. The proceeds will then be released toreorganized CSA, which will be assumed by and will become seniorobligations of reorganized CSA.

During the escrow period, the new notes will be secured by apledge by CSA Escrow of the proceeds and other escrowed amounts,none of which, whether or not in escrow, will constitute propertyof the Debtors' estates. The Debtors, conversely, will have noobligations under the new notes other than the fee, expensereimbursement, interest and indemnity obligations.

If the conditions are not satisfied, CSA Escrow will be requiredto redeem the new notes at 100% of their issue price, plus aspecified premium expected to be 1% of the aggregate principalamount, and accrued and unpaid interest and the accreted amountof any original issue discount on the new notes in each case to,but excluding, the date of redemption.

In connection with any private offering of the new notes, theDebtors have reached agreement in principle, on an uncommittedbasis, with Deutsche Bank Securities Inc., Banc of AmericaSecurities LLC, UBS Securities LLC and Barclays Capital Inc.

The agreement is formalized in a 19-page engagement letter datedApril 8, 2010, a copy of which is available without charge at:

The agreement provides that each of the financial institutionswill act as lead underwriter, lead initial purchaser or leadplacement agent for CSA Escrow in connection with the new notesoffering on a "best-efforts" basis. These obligations do notconstitute a commitment by or obligation of any financialinstitution to act as an underwriter, initial purchaser orplacement agent.

Aside from the Engagement Letter, the Debtors will also executethese documents to consummate the new notes offering:

(1) a fee letter dated April 8, 2010 providing for the payment of placement fee, upfront fees or original issue discount;

(2) a purchase agreement, underwriting agreement or placement agreement and any related agreements;

(3) an amendment, waiver or supplement to the Debtor-in- Possession financing credit agreement, the Equity Commitment Agreement and any related documents; and

(4) documents in connection with the formation of the new non- debtor Delaware company and CSA Escrow, and agreements for the funding of and payment of fee obligations of the issuer.

Senior Term Loan Facility

In case the Debtors cannot pursue a notes offering on termssatisfactory to them and to their note holders, the Debtors willraise the $450 million exit financing in the form of a securedterm loan credit facility, explains Mr. Sloan. The proceeds ofthe senior term loan facility will be funded to reorganized CSAon the effective date of the Plan.

Pursuant to the April 8 Engagement Letter, Deutsche BankSecurities, Banc of America Securities and UBS Securities willserve as lead arrangers and book managers. Each of thesefinancial institutions will structure, arrange and syndicate thesenior term loan facility and will assist reorganized CSA inobtaining commitments from lenders with respect to the facility.

The financial institutions will act as co-lead arrangers andjoint bookrunners and one of them will act as administrativeagent for, in each case, the senior term loan facility.

Aside from the Engagement Letter, the Debtors will also executethe April 8 fee letter and other documents needed to obtain thesenior term loan facility.

The Court will hold a hearing to consider approval of theDebtors' requests on April 15, 2010. The Court will alsoconsider for approval at the hearing the Debtors' motion to filethe fee letter under seal.

About Cooper-Standard

Cooper-Standard Automotive Inc. -- http://www.cooperstandard.com/-- headquartered in Novi, Michigan, is a leading global automotivesupplier specializing in the manufacture and marketing of systemsand components for the automotive industry. Products include bodysealing systems, fluid handling systems and NVH control systems.The Company is one of the leading suppliers of chassis products inNorth America, with about 14% of market share. The Company's maincustoemrs include Ford Motor Company, General Motors, Chrysler,Audi, Volkswagen, BMW, Fiat and Honda, among other automakers.Cooper-Standard Automotive employs approximately 16,000 peopleglobally with more than 70 facilities throughout the world.

Cooper-Standard is a privately held portfolio company of TheCypress Group and Goldman Sachs Capital Partners Funds.

The Company's Canadian subsidiary, Cooper-Standard AutomotiveCanada Limited, also sought relief under the Companies' CreditorsArrangement Act in the Ontario Superior Court of Justice inToronto, Ontario, Canada.

COOPER-STANDARD: Files New Rule 2015.3 Report---------------------------------------------Cooper-Standard Holdings Inc. and its affiliated debtors filed inCourt a report on the value, operations and profitability ofthose entities where they hold a substantial or controllinginterest as of December 31, 2009, as required by Rule 2015.3 ofthe Federal Rules of Bankruptcy Procedure.

The Debtors also filed in Court financial statements for theentities including valuation estimate, balance sheets, statementsof income and cash flows, and statements of changes in partners'or shareholders' equity. Copies of these documents are availablefor free at http://bankrupt.com/misc/CSHI_Rule2015.3Dec3109.pdf

About Cooper-Standard

Cooper-Standard Automotive Inc. -- http://www.cooperstandard.com/-- headquartered in Novi, Michigan, is a leading global automotivesupplier specializing in the manufacture and marketing of systemsand components for the automotive industry. Products include bodysealing systems, fluid handling systems and NVH control systems.The Company is one of the leading suppliers of chassis products inNorth America, with about 14% of market share. The Company's maincustoemrs include Ford Motor Company, General Motors, Chrysler,Audi, Volkswagen, BMW, Fiat and Honda, among other automakers.Cooper-Standard Automotive employs approximately 16,000 peopleglobally with more than 70 facilities throughout the world.

Cooper-Standard is a privately held portfolio company of TheCypress Group and Goldman Sachs Capital Partners Funds.

The Company's Canadian subsidiary, Cooper-Standard AutomotiveCanada Limited, also sought relief under the Companies' CreditorsArrangement Act in the Ontario Superior Court of Justice inToronto, Ontario, Canada.

COOPER-STANDARD: RSM Richter Files Report on Plan-------------------------------------------------RSM Richter Inc., the firm appointed to monitor the assets ofCooper-Standard Automotive Canada Ltd., filed a report datedApril 5, 2010, to inform the Ontario Superior Court of Justiceabout the recent development in connection with the filing of theCanadian unit's plan of compromise or arrangement.

The firm disclosed that CSA Canada made "non-substantive"amendments to the plan to conform to the Second Amended Chapter11 Plan of Reorganization of U.S.-based Cooper-Standard HoldingsInc. and its affiliated debtors.

Under CSA Canada's amended plan, the term "Required BackstopParties" that was previously used throughout the initial plan wasreplaced with "Consenting Backstop Parties."

Consenting Backstop Parties means two-thirds in amount of theparties that are providing the equity commitment based oncommitment percentage whose consent may be granted or withheld inaccordance with Section 16 of the Equity Commitment Agreement.

CSA Canada's amended plan also clarifies that the "prepetitioncredit facility claim" refers to any claim against CSA Canadaarising under the December 23, 2004 credit agreement, includingany swap arising under or relating to the agreement.

RSM Richter said that the amended plan was supposed to be postedat the Web site of Deutsche Bank Trust Company America three daysbefore the March 26 meeting of lenders to vote on a resolution toapprove the plan. The amended plan, however, was inadvertentlynot posted to the Web site, resulting in the lenders' approvingthe initial plan, according to the firm.

"As the amendments to the plan were minor, [RSM Richter] does notbelieve that the prepetition lenders have been prejudiced by theposting error," the firm said in the April 5 report.

RSM Richter said that Deutsche Bank supports the sanctioning bythe Canadian Court of the plan and will be filing an affidavitconfirming the voting results of the lenders.

The firm also disclosed that it received notices of dispute fromthree lender groups with respect to the pro rata share of theirprepetition credit facility claims. It said that discussions areongoing between Deutsche Bank and those lenders to resolve thedisputed amounts and that those amounts may not be material.

RSM Richter also informed the Canadian Court that it did notreceive any notices of opposition to the plan. Consequently, alllenders with proven claims for voting purposes will be deemed tohave voted in favor of the plan pursuant to the Canadian Court'sMarch 12 order accepting the filing of the plan, the firm said.

About Cooper-Standard

Cooper-Standard Automotive Inc. -- http://www.cooperstandard.com/-- headquartered in Novi, Michigan, is a leading global automotivesupplier specializing in the manufacture and marketing of systemsand components for the automotive industry. Products include bodysealing systems, fluid handling systems and NVH control systems.The Company is one of the leading suppliers of chassis products inNorth America, with about 14% of market share. The Company's maincustoemrs include Ford Motor Company, General Motors, Chrysler,Audi, Volkswagen, BMW, Fiat and Honda, among other automakers.Cooper-Standard Automotive employs approximately 16,000 peopleglobally with more than 70 facilities throughout the world.

Cooper-Standard is a privately held portfolio company of TheCypress Group and Goldman Sachs Capital Partners Funds.

The Company's Canadian subsidiary, Cooper-Standard AutomotiveCanada Limited, also sought relief under the Companies' CreditorsArrangement Act in the Ontario Superior Court of Justice inToronto, Ontario, Canada.

The Debtor did not file a list of its largest unsecured creditorstogether with its petition.

The petition was signed by Maria Frank, manager.

DELTA MUTUAL: Cancels ValuCorp Deal for Interim CFO---------------------------------------------------Delta Mutual, Inc., on April 20, 2010, gave notice of termination,effective April 30, 2010, of its agreement with ValuCorp, dated asof November 1, 2009, pursuant to which ValuCorp had providedMichael Gilburd as Interim Chief Financial Officer.

Delta Mutual, Inc., invests in oil and gas properties in SouthAmerica. It intends to focus its investments in the energysector, including development of energy producing investments andalternative energy production in Latin America and North America.

At December 31, 2009, the Company had total assets of $1,750,005against total liabilities, all current, of $1,206,826, resultingin stockholders' equity of $543,179. At December 31, 2008, theCompany had stockholders' deficit of $645,912.

During the fiscal year ended December 31, 2009, the Company had again from continuing operations of $850,000. The Company has anaccumulated deficit of $3,580,837 and working capital deficiencyof $967,042 as of December 31, 2009. The Company said it mayrequire additional funding to execute its strategic business planfor 2010.

In its April 15, 2010 report, Jewett, Schwartz, Wolfe & Associatesin Hollywood, Florida, raised substantial doubt about theCompany's ability to continue as a going concern. The auditorpointed to the Company's accumulated deficit and working capitaldeficiency. The auditor also said the Company is not generatingsufficient cash flows to meet its regular working capitalrequirements.

DELTA MUTUAL: Reports $850,091 Net Income for 2009--------------------------------------------------Delta Mutual, Inc., filed with the Securities and ExchangeCommission its annual report on Form 10-K for the fiscal yearended December 31, 2009. The Company reported net income of$850,091 for 2009 from a net loss of $4,584,309 for 2008. TheCompany reported $0 sales commissions for 2009 from $43,365 for2008.

At December 31, 2009, the Company had total assets of $1,750,005against total liabilities, all current, of $1,206,826, resultingin stockholders' equity of $543,179. At December 31, 2008, theCompany had stockholders' deficit of $645,912.

During the fiscal year ended December 31, 2009, the Company had again from continuing operations of $850,000. The Company has anaccumulated deficit of $3,580,837 and working capital deficiencyof $967,042 as of December 31, 2009. The Company said it mayrequire additional funding to execute its strategic business planfor 2010.

In its April 15, 2010 report, Jewett, Schwartz, Wolfe & Associatesin Hollywood, Florida, raised substantial doubt about theCompany's ability to continue as a going concern. The auditorpointed to the Company's accumulated deficit and working capitaldeficiency. The auditor also said the Company is not generatingsufficient cash flows to meet its regular working capitalrequirements.

Delta Mutual, Inc., invests in oil and gas properties in SouthAmerica. It intends to focus its investments in the energysector, including development of energy producing investments andalternative energy production in Latin America and North America.

DEER VALLEY: Section 341(a) Meeting Scheduled for May 18--------------------------------------------------------The U.S. Trustee for Region 14 will convene a meeting of FanitaRanch, LP's creditors on May 18, 2010, at 9:30 a.m. The meetingwill be held at the US Trustee Meeting Room, 230 N. First Avenue,Suite 102, Phoenix, AZ (341-PHX).

This is the first meeting of creditors required under Section341(a) of the U.S. Bankruptcy Code in all bankruptcy cases.

All creditors are invited, but not required, to attend. ThisMeeting of Creditors offers the one opportunity in a bankruptcyproceeding for creditors to question a responsible office of theDebtor under oath about the company's financial affairs andoperations that would be of interest to the general body ofcreditors.

The Company did not file a list of creditors together with itspetition.

The petition was signed by Peter J. Graves, president.

EMISPHERE TECHNOLOGIES: Annual Stockholders Meeting on May 25-------------------------------------------------------------Emisphere Technologies Inc. said an annual stockholders meetingwill take place on May 25, 2010, at the Park Avenue Club locatedat 184 Park Avenue, Florham Park, New Jersey.

Cedar Knolls, N.J.-based Emisphere Technologies, Inc. (OTC BB:EMIS) -- http://www.emisphere.com/-- is a biopharmaceutical company that focuses on a unique and improved delivery oftherapeutic molecules or nutritional supplements using itsEligen(R) Technology.

The Company's balance sheet as of December 31, 2009, showed$5.9 million in assets and $53.8 million of debts, for astockholders' deficit of $47.9 million.

ENCORIUM GROUP: Deloitte and Touche Raises Going Concern Doubt--------------------------------------------------------------Encorium Group, Inc., filed on April 19, 2010, its annual reporton Form 10-K for the year ended December 31, 2009.

Deloitte and Touche, LLP, in Philadelphia, Pa., expressedsubstantial doubt about the Company's ability to continue as agoing concern. The independent auditors noted that of theCompany's recurring losses from operations, current availablecash, and anticipated level of capital requirements.

The Company reported a net loss of $3,869,693 on $21,166,675 ofrevenue for 2009, compared with a net loss of $21,073,476 on$26,357,162 of revenue for 2008.

The Company's balance sheet as of December 31, 2009, showed$12,110,307 in assets, $9,839,756 of debts, and $2,270,551 ofstockholders' equity.

The LTAs' valuations of the Owned Properties and PendingProperties far exceed the amount ERC Investment Holdings LLC orCoastwood and Redwood-ERC Senior Living Holdings LLC were willingto pay for them, Mr. Slusher points out. He notes that the Courthas already held that the valuation and sale proceeds allocationunder the Fourth Amended Joint Plan of Reorganization reflect thefair market value of the Debtors' assets, including the TaxedProperties.

In this light, the U.S. Bankruptcy Court for the Northern Districtof Texas may use its authority to set the values of the TaxedProperties at their fair market values based on the Allocation andthe related $365 million sale price of the Debtors' assets, andthen adjust the corresponding taxes accordingly, Mr. Slusherpoints out.

Accordingly, by this motion, the Debtors ask the Court to:

(a) determine the fair market values of the Taxed Properties based on the Sale Price and Allocation; and

(b) adjust the Debtors' tax liabilities related to the properties.

City of Overland Park Reacts

The City of Overland Park, Kansas, asks the Court to deny the TaxDetermination Motion for these reasons:

* The value of a real property and improvements owned by Debtor Kansas Campus, LLC, located in Overland cannot be set based on the Tax Determination Motion.

* The special assessments on the Kansas Property do not relate to the assessed valuation of the Kansas Property, are owed by Kansas Campus independent of the assessed value of the Kansas Property and thus, cannot be altered based on any re- valuation of the Kansas Property.

* The request lacks fundamental due process.

Even if the Debtors' proposed valuation method is accepted,Overland asserts that no sale proceeds for the Kansas Propertywill serve as any determinant of value for that property.

About Erickson Retirement

The Baltimore, Maryland-based Erickson Retirement Communities LLCowns 20 continuing care retirement communities in 11 states.Among Erickson's 20 communities, eight are completed, 11 are openalthough in construction, and one is in development. They have23,000 residents in total.

As of September 30, 2009, on a book value basis, ERC hadapproximately $2.7 billion in assets, including $2.2 billion ofproperty and equipment, and $3.0 billion in liabilities.Liabilities include $195.8 million on the revolving credit,$347.5 million on construction credit, $64 million in accountspayable, $47.8 million in subordinate debt, and $475 million inpurchase option deposits.

FANITA RANCH: Section 341(a) Meeting Scheduled for May 11---------------------------------------------------------The U.S. Trustee for Region 15 will convene a meeting of FanitaRanch, LP's creditors on May 11, 2010, at 4:00 p.m. The meetingwill be held at 402 W. Broadway, Sixth Floor, Suite 630 San Diego,CA 92101.

This is the first meeting of creditors required under Section341(a) of the U.S. Bankruptcy Code in all bankruptcy cases.

All creditors are invited, but not required, to attend. ThisMeeting of Creditors offers the one opportunity in a bankruptcyproceeding for creditors to question a responsible office of theDebtor under oath about the company's financial affairs andoperations that would be of interest to the general body ofcreditors.

Carlsbad, California-based Fanita Ranch, LP, filed for Chapter 11bankruptcy protection on April 7, 2010 (Bankr. S.D. Calif. CaseNo. 10-05750). William A. Smelko, Esq., who has an office in ElCajon, California, assists the Company in its restructuringeffort. The Company estimated its assets and debts at $10,000,001to $50,000,000.

FOUNTAIN VILLAGE: Promises to Pay Unsecured Claims in Seven Years-----------------------------------------------------------------Fountain Village Development filed with the U.S. Bankruptcy Courtfor the District of Oregon a Disclosure Statement explaining itsproposed Plan of Reorganization.

The Debtor will begin soliciting votes on the Plan followingapproval of the adequacy of the information in the DisclosureStatement.

According to the Disclosure Statement, the Plan provides for eachsecured creditor to retain its security interest in and liens onits collateral with the same priority the security interest andliens had on the petition date. The Debtor will either (a) deedcertain of the properties securing a creditor's claim to thatcreditor in full satisfaction of the secured claim; or (b) keepthe property as a retained property. Creditors holding generalunsecured claims will receive pro rata distributions of 50% ofexcess cash flow generated by the reorganized company on aquarterly basis for seven years. The Debtor owes $1,251,000 tounsecured creditors. In addition, the Debtor anticipates thatsecured creditors will have deficiency claims totaling $5,010,221resulting in additional unsecured debt.

Under the Plan, all membership interests in the reorganizedcompany will be issued to the general partners. The generalpartners will transfer all of their assets, except their primaryhome, household furnishings, and two cars to the reorganizedcompany. Additionally, the Debtor will transfer all retainedproperty to the reorganized company and the general partners willguaranty all of the Plan payments.

Portland, Oregon-based Fountain Village Development, a generalpartnership, aka Fountain Village Development Co, owns, develops,operates, manages, and/or leases 20 buildings in Portland,Hillsboro, and Gearhart, Oregon. The Company has filed forChapter 11 bankruptcy protection on November 20, 2009 (Bankr. D.Ore. Case No. 09-39718). The Company listed $50,000,001 to$100,000,000 in assets and $50,000,001 to $100,000,000 inliabilities.

FRONTIER DRILLING: Moody's Cut Corp. Family Rating to 'Caa2'------------------------------------------------------------Moody's Investors Service downgraded the ratings for FrontierDrilling ASA reflecting multiple covenant violations under itscredit agreements and weaker than expected operating performance.Moody's downgraded the Corporate Family Rating to Caa2 from Caa1,the Probability of Default Rating to Caa3 from Caa2, and thesecond lien term loan to Caa3 from Caa2. Moody's affirmed theratings for the senior first secured credit facility at B1. Theratings remain under review for further downgrade.

The downgrade reflects the company's weak operating performanceand the resulting inability to remain in compliance with themaintenance covenants under its credit agreements. The FrontierPhoenix, which is expected to be the largest EBITDA contributor inthe fleet, has experienced several issues since leaving theshipyard and commencing contract work in May 2009. The latestincident occurred in November 2009, when the Frontier Phoenixexperienced an issue with its thrusters (part of its dynamicpositioning or DP system), The rig has been off contracted dayratesince that time. Although it was originally anticipated that thenecessary repairs to the Frontier Phoenix would have beencompleted by now, restart of its operations have been delayed dueto additional thruster damage and malfunction during DP trials.While the company expects the Frontier Phoenix to be back ondayrate in early May 2010, the numerous issues with the FrontierPhoenix since it joined the fleet create uncertainty and the rigstill has not established a proven track record of meetingoperating expectations.

In addition, in October of 2009, the Frontier Seillean, thefloating Production,Storage and Offloading vessel, finished itscontract with Petrobras in Brazil and has been idle since thattime. The company is actively marketing this vessel but has beenunable to secure a new contract. Even if Frontier does negotiatea new contract for the Frontier Seillean, it may be at asignificantly lower dayrate than the contract that finished inOctober.

The combination of these two vessels being off dayrate has led tothe company to generate lower than expected EBITDA and hasresulted in much higher leverage than previously anticipated.These factors have caused Frontier not to be in compliance withits financial covenants under its credit facilities and,consequently, Frontier is expected to be unable to provide a cleanaudit of its financial statements, which will also be a violationof the credit agreements' reporting requirements. The company hasbeen negotiating amendments to these facilities, includingprovisions for higher permitted leverage levels, the infusion ofadditional capital from Frontier's sponsors to provide liquiditythrough a sufficient period to cover its cash needs until theFrontier Phoenix is back earning full dayrate, and significantlyhigher interest rates on the outstanding amounts under thefacilities. However, to this point Frontier has been unable toreach agreement with the lenders and has no clear timetable as towhen this issue may be resolved.

The review for possible further downgrade reflects the concernthat Frontier may not obtain the necessary waivers from thelenders and may be forced to seek alternative solutions, includingbankruptcy protection. Conclusion of the review will includeclear visibility on whether the company receives the waiversnecessary to sufficiently bridge to the Frontier Phoenix beingback on full dayrate and generating the EBITDA needed to reduceleverage; whether the company will have sufficient liquidity tofund its operations until full dayrate is achieved; or whether thecompany can and will pursue strategic alternative solutions andthese solutions' impact on the debt holders.

Under Moody's Loss Given Default methodology, the ratings for thefirst lien credit facilities do not change despite the downgradeof the CFR. This is due to the slight increase in the paid-in-kind note due to the shareholders which accrete in value and isstructurally subordinated to the first lien as well as the 65%recovery rate assumed for the lenders given the strong collateralvalue of Frontier's fleet.

The last rating action for Frontier Drilling ASA was on June 22,2009, when Moody's upgraded the ratings and changed the outlook topositive from ratings under review direction uncertain.

Frontier Drilling ASA, which is incorporated in Norway and hassubsidiaries with an administrative office in Houston, Texas, is asubsidiary of privately owned FDR Holdings Ltd., and is aspecialized provider of offshore contract drilling and productionservices to the oil and gas industry.

The Las Vegas Subsidiary owns approximately 17.72 contiguous acresof real property located at the southeast corner of Las VegasBoulevard and Harmon Avenue in Las Vegas, Nevada, which securesits mortgage loans in the aggregate principal amount of $454million as of April 21, 2010. The Las Vegas Property constitutessubstantially all of the Company's business.

The Las Vegas Subsidiary initiated the Chapter 11 BankruptcyProceeding pursuant to the terms and conditions of a Lock UpAgreement, as amended.

Reuters says FX Luxury Las Vegas has $139.6 million of assets and$492.6 million of liabilities. Reuters relates the Company saidthe property is worth $137.7 million, barely half of the $268.1million of secured claims on it.

The Lock Up Agreement contemplates the orderly liquidation of theLas Vegas Subsidiary in the Chapter 11 Bankruptcy Proceeding bydisposing of the Las Vegas Property for the benefit of the LasVegas Subsidiary's (and its predecessor entities') creditorseither pursuant to an auction sale for at least $256 million or,if the auction sale is not completed, pursuant to a prearrangedsale to the Newco Entities under the terms of the Chapter 11Bankruptcy Proceeding's plan of liquidation.

The Lock Up Agreement is terminable by the first lien lenders, solong as they are not in breach of the Agreement, under certainconditions, including, without limitation, (i) if the interim cashcollateral order for the Chapter 11 Bankruptcy Proceeding has notbeen entered on or before May 5, 2010 or the final cash collateralorder for the Chapter 11 Bankruptcy Proceeding has not become afinal order on or before June 15, 2010, or (ii) if it isreasonably certain that neither the auction sale of the Las VegasProperty nor the plan of liquidation's effective date is capableof occurring prior to August 11, 2010.

The Lock Up Agreement is terminable by the Las Vegas Subsidiary,so long as neither the Las Vegas Subsidiary nor the Newco Entitiesare in breach of the Agreement, if any of the first lien lendersbreach any of their obligations under the Lock Up Agreement aftergiving effect to any applicable notice and cure period.

The Lock Up Agreement is terminable by either the Las VegasSubsidiary or the Newco Entities if the final order has not beenentered confirming the plan of liquidation and allowing theeffective date for the plan of liquidation to occur on or beforeAugust 10, 2010.

If the Las Vegas Property is sold under the Lock Up Agreementpursuant to the auction sale, it is highly unlikely that theCompany will receive any benefit from such auction sale. If theauction sale is not completed and the Las Vegas Property is soldunder the Lock Up Agreement pursuant to the prearranged sale tothe Newco Entities, the Company will not receive any benefit fromsuch prearranged sale.

The parties to the First Amendment to Lock Up and Plan SupportAgreement, dated as of April 16, 2010, are:

(a) The First Lien Lenders under the Amended and Restated Credit Agreement, dated as of July 6, 2007, among FX Luxury Las Vegas I, LLC, a Nevada limited-liability company (fka Metroflag BP, LLC) and FX Luxury Las Vegas II, LLC, a Nevada limited-liability company (fka Metroflag Cable, LLC and subsequently merged into the Debtor), FX Luxury Las Vegas Parent, LLC, a Delaware limited-liability company (fka BP Parent, LLC and subsequently merged into the Debtor), the First Lien Lenders from time to time party thereto and Credit Suisse, Cayman Islands Branch, as administrative agent and collateral agent for the First Lien Lenders and Credit Suisse Securities (USA) LLC, as syndication agent, sole book running manager and sole lead arranger;

(b) Landesbank Baden-Wurttemberg, New York Branch (as successor-in-interest to Credit Suisse, Cayman Islands Branch, the "First Lien Agent"; and together with the First Lien Lenders, the "Senior Group");

(c) The Debtor; and

(d) LIRA Property Owner, LLC, as New Borrower, a Delaware limited liability company, and LIRA LLC, as New Parent.

Based in New York, FX Real Estate and Entertainment Inc. owns andoperates 17.72 contiguous acres of land located at the southeastcorner of Las Vegas Boulevard and Harmon Avenue in Las Vegas,Nevada. The Las Vegas property is currently occupied by a moteland several commercial and retail tenants with a mix of short andlong-term leases. The first lien lenders had a receiver appointedon June 23, 2009, to take control of the property and as aconsequence, the property is no longer being managed or operatedby the Company.

The Company's balance sheet at December 31, 2009, showed$141.0 million in assets and $494.1 million of debt, for astockholders' deficit of $353.1 million.

LL Bradford, in Las Vegas, expressed substantial doubt about theCompany's ability to continue as a going concern. The independentauditors noted that the Company is in default under the mortgageloan, has limited available cash, has a working capital deficiencyand will need to secure new financing or additional capital inorder to pay its obligations.

GENERAL GROWTH: GE Capital Out of Creditors Committee-----------------------------------------------------Pursuant to Section 1102 of the Bankruptcy Code, Diana G. Adams,United States Trustee for Region 2, removed on April 5, 2010,2010, General Electric Capital Corp., as member of the OfficialCommittee of Unsecured Creditors in General Growth Properties,Inc., and its debtor-affiliates' Chapter 11 cases.

The U.S. Trustee also replaced Fidelity Fixed Income Trust,Fidelity Strategic Real Return Fund and Fidelity Investments withFidelity Summer Street Trust as member of the Creditors Committee.Fidelity Summer can be reached at:

Based in Chicago, Illinois, General Growth Properties, Inc. --http://www.ggp.com/-- is the second-largest U.S. mall owner, having ownership interest in, or management responsibility for,more than 200 regional shopping malls in 44 states, as well asownership in master planned community developments and commercialoffice buildings. The Company's portfolio totals roughly200 million square feet of retail space and includes more than24,000 retail stores nationwide. General Growth is a self-administered and self-managed real estate investment trust. TheCompany's common stock is trading in the pink sheets under thesymbol GGWPQ.

GENERAL GROWTH: Proposes Elk Grove City Pact--------------------------------------------Debtor Elk Grove Town Center, L.P., seeks the U.S. BankruptcyCourt for the Southern District of New York's permission to enterinto a stipulation with the City of Elk Grove, the Sacramento AreaSewer District and the Sacramento County Water Agency.

The Debtor owns a real property in the area of Elk Grove,California. In September 2001, the City and the Debtor enteredinto a development agreement establishing zoning ordinances andconditions and restrictions applicable to the development by theDebtor of a regional mall on the Shopping Center Site andproviding for the Debtor's related financing and installation ofthe certain offsite public improvements. Development at theShopping Center Site began in September 2007 and the Elk GrovePromenade was scheduled to open to the general public betweenOctober 2008 and March 2009. However, the Debtors suspendeddevelopment on the Elk Grove Promenade in 2008, and theInfrastructure Improvements remain unfinished.

In connection with the Debtor's construction of theInfrastructure Improvements, it entered into various agreementswith public entities for reimbursements and credits relating tothe Infrastructure Improvements. The agreements related to theInfrastructure Improvements are:

(1) a reimbursement agreement for the construction of the Elk Grove Promenade Major Roads Trunk Sewer and related work between the Debtor and the SASD, which provides for a maximum total reimbursement of $730,467 for the construction costs, engineering design and construction staking costs of the trunk sewer facilities;

(2) a reimbursement agreement for certain water transmission mains to be located in Promenade Parkway, Bilby Road, Grant Line Road, Kammerer Road and Lent Ranch Parkway between the Debtor and the SCWA, providing for a total allowable reimbursement for engineering and construction costs for $1,032,873 to be provided within five years of the SCWA's acceptance of the major roads water transmission lines; and

(3) a reimbursement agreement for the cost of construction of sewer lift station and force main trunk sewer facilities between the Debtor and the SASD, providing for a maximum reimbursement of $2,419,02 for the construction costs, engineering design and construction staking costs associated with the sewer lift station and force main trunk sewer facilities.

To obtain the reimbursements or credits provided for under theseagreements, the Debtor must complete the InfrastructureImprovements and clear the title to the InfrastructureImprovements so that those improvements may be accepted by thePublic Entities.

The Debtor and the SCWA, for the benefit of the City, who willown and maintain the improvements, are also finalizing adevelopment impact fee credit agreement for the costs of certainof the Infrastructure Improvements relating to the trunkstormwater drainage infrastructure. The Debtor and SCWA intendto apply the development impact credits provided under the SCWATrunk Stormwater Drainage Credit Agreement to offset about$1,945,467 in developer impact fees owed by the Debtor.

The City agreed to reimburse the Debtor, upon completion of theInfrastructure Improvements, for the cost of construction of theroadways pursuant to the provisions of Chapter 16.95 of the ElkGrove Municipal Code establishing the City's Roadway Fee Programand the terms and conditions of a reimbursement agreement to benegotiated by the City and the Debtor. However, the City and theDebtor were unable to finalize a reimbursement agreement becausethe Infrastructure Improvements were not completed. The Citycurrently has about $6,000,000 in its Roadway Fee Program fundthat is available to reimburse the Debtor once the PublicImprovements are completed and accepted by the City.

(1) The Debtor agrees to undertake any and all efforts and expend all amounts necessary to complete the Infrastructure Improvements including completion of the roadways, water and sewer transmission lines, and the sewer lift station, and trunk stormwater drainage.

(2) The Debtor agrees to satisfy outstanding amounts for work performed relating to construction of the Infrastructure Improvements.

(3) In reliance upon the Parties' Stipulation, including the Debtor's agreement to complete the Infrastructure Improvements:

-- The City and the Debtor will enter into the City Reimbursement Agreement, subject to City Council approval, to provide for reimbursement of the actual or allowable costs of the specified roadway-related Infrastructure Improvements; and

-- The SCWA and the Debtor will enter into a development impact fee credit agreement providing for certain credits for the cost of construction of certain of the Infrastructure Improvements relating to the trunk stormwater drainage infrastructure.

(4) The Debtor will seek Bankruptcy Court approval to complete the Infrastructure Improvements and convey the Infrastructure Improvements free and clear of all liens and interests pursuant to the Reimbursement Agreements.

(5) The City will seek preliminary approval of the City Reimbursement Agreement from the Elk Grove City Council.

(6) The SCWA will recommend approval of the SCWA Trunk Stormwater Drainage Credit Agreement to the Sacramento County Water Agency's Board of Directors.

(7) Pursuant to the Reimbursement Agreements, after the Public Entities' inspection and acceptance of the Infrastructure Improvements, the Debtor will convey and vest full, complete and clear title in the Infrastructure Improvements to the relevant Public Entity.

Adam P. Strochak, Esq., at Weil, Gotshal & Manges LLP, in NewYork, asserts that the Debtor's entry into the Stipulation willenable it to complete the Infrastructure Improvements and obtainvaluable reimbursement funds and credits for the completedInfrastructure Improvements available under the ReimbursementAgreements, and positions the Elk Grove Promenade project foreventual completion. In addition, completion and conveyance ofthe Infrastructure Improvements will allow the Debtor to applysubstantial impact fees credits available under the ReimbursementAgreements to offset fees due to the Public Entities, thusrecognizing a substantial savings for the Debtor's estate andinuring to the benefit of all stakeholders, he maintains.

Although the Debtor believes that the Infrastructure ImprovementConveyances are within the scope of its ordinary course ofbusiness and permitted under Section 363(c) of the BankruptcyCode and the Ordinary Course Sales Order, the Debtor filed thismotion out of abundance of caution.

The Court will consider the Infrastructure Improvements Motion onApril 29, 2010. Objections are due April 22.

About General Growth

Based in Chicago, Illinois, General Growth Properties, Inc. --http://www.ggp.com/-- is the second-largest U.S. mall owner, having ownership interest in, or management responsibility for,more than 200 regional shopping malls in 44 states, as well asownership in master planned community developments and commercialoffice buildings. The Company's portfolio totals roughly200 million square feet of retail space and includes more than24,000 retail stores nationwide. General Growth is a self-administered and self-managed real estate investment trust. TheCompany's common stock is trading in the pink sheets under thesymbol GGWPQ.

GENERAL GROWTH: White Marsh, 8 Others Emerge from Bankruptcy------------------------------------------------------------Nine affiliates of General Growth Properties, Inc., emerged fromChapter 11 on March 31, 2010, and April 2 and 6, 2010, accordingto a notice filed with the United States Bankruptcy Court for theSouthern District of New York:

The Plan Debtors' Joint Plan of Reorganization is deemed effectiveas of March 31, 2010, and April 2 and 6, 2010. Counsel to GeneralGrowth, James H.M. Sprayregen, P.C., at Weil, Gotshal & MangesLLP, in New York -- james.sprayregen@kirkland.com -- informedBankruptcy Judge Allan L. Gropper that each of the conditionsprecedent to consummation of the Plan has been satisfied or waivedin accordance with the Plan.

After the Effective Date, and without the need for further Courtapproval, the Plan Debtors may (a) cause any or all of the PlanDebtors to be merged into or contributed to one or more of thePlan Debtors or non-Debtor Affiliates, dissolved or otherwiseconsolidated or converted, (b) cause the transfer of assetsbetween or among the Plan Debtors or non-Debtor Affiliatesor (c) engage in any other transaction in furtherance of the Plan.

The Plan provides for 100% recovery to all holders of Claimsagainst, and Interests in, the Plan Debtors.

The order confirming the Plan on December 15, 2009, the secondorder confirming the Plan on December 23, 2009, the thirdorder confirming the Plan on January 20, 2010, the fourthorder confirming the Plan on February 16, 2010, the fifth orderconfirming the Plan on March 3, 2010, the sixth order confirmingthe Plan on March 18, 2010, and the seventh order confirming thePlan on March 26, 2010, and the Plan establish certain deadlinesby which holders of Claims must take certain actions.

Full-text copies of the Confirmation Orders dated December 15, and23, 2009, January 20, 2010, February 16, 2010, and March 3, 18 and20, 2010, are available for free at:

Based in Chicago, Illinois, General Growth Properties, Inc. --http://www.ggp.com/-- is the second-largest U.S. mall owner, having ownership interest in, or management responsibility for,more than 200 regional shopping malls in 44 states, as well asownership in master planned community developments and commercialoffice buildings. The Company's portfolio totals roughly200 million square feet of retail space and includes more than24,000 retail stores nationwide. General Growth is a self-administered and self-managed real estate investment trust. TheCompany's common stock is trading in the pink sheets under thesymbol GGWPQ.

GENERAL GROWTH: Simon Property Group Beefs Up Offer---------------------------------------------------Simon Property Group, Inc., has sent a letter to General GrowthProperties, Inc., outlining improvements and modifications to theterms of SPG's April 14, 2010, proposal to recapitalize GGP. Aspreviously announced, SPG would invest $2.5 billion at the sameper share price as the plan of reorganization sponsored byBrookfield Asset Management. To date, Paulson & Co., ING ClarionReal Estate Securities, Oak Hill Advisors, RREEF and TaconicCapital Advisors have committed to invest a combined $2.1 billionin GGP without receiving any of the highly dilutive and expensivewarrants that GGP proposes to issue to Brookfield, Pershing Squareand Fairholme Capital.

The amended proposal offers significantly higher value andsubstantially greater certainty to GGP and all of its stakeholdersthan the transaction proposed by Brookfield. Most notably:

SPG has agreed to backstop a $1.5 billion credit facilitynecessary for GGP to close and emerge from bankruptcy, thuseliminating a great risk and uncertainty inherent in theBrookfield-led proposal;

SPG would agree to limits on its governance rights, including acap on its voting rights at 20%, the right to designate only 2 of9 GGP board members. SPG's proposed nominees, Dale Anne Reiss andPeter Linneman, are both highly respected, have significantexperience in the real estate industry and are not affiliated withSPG;

SPG has agreed to waive a $12.5 million fee that would be leviedby Brookfield, Pershing Square and Fairholme Capital for theircommitment to backstop the contemplated GGO rights offering; and

SPG will agree to pay the holders of GGP's unsecured claims cashequal to the amount of accrued and unpaid pre-petition and post-petition interest at the stated non-default contract rate throughthe effective date of the plan plus default or compound interest,if any.

Following is the text of the letter sent by SPG to GGP:

April 21, 2010

CONFIDENTIAL

Mr. Adam Metz

Chief Executive Officer

General Growth Properties, Inc.

110 North Wacker Drive

Chicago, Illinois 60606

Dear Adam:

This will formally confirm that Simon Property Group remainsprepared to participate in the recapitalization of General GrowthProperties on the terms we proposed in our letter of April 14th,subject to the improvements and modifications in favor of GGP andits stakeholders which we have discussed with you and your teamand which are described in this letter. Our amended proposaldelivers significantly higher value and substantially greatercertainty of closing to GGP and all of its stakeholders than thetransaction proposed by Brookfield Asset Management.

Consideration. Simon would: acquire 250,000,000 shares of commonstock in GGP for $2.5 billion in the aggregate, or $10.00 pershare; fully backstop the additional 380,000,000 shares of commonstock to be issued in the GGP reorganization and recapitalization,also at $10.00 per share, for $3.8 billion in the aggregate, tothe extent commitments have not been received from other investorsfor that capital (as of today, $2.1 billion of such commitmentshave already been received, and Simon is highly confident ofplacing all of the contemplated equity capital); fully backstopthe $1.5 billion credit facility contemplated to form a part ofGGP's post-recapitalization balance sheet; and fully backstop theGGO rights offering, to the extent not backstopped by identifiedco-investors.

Warrants. Neither Simon nor any of the other purchasers of GGPequity as part of the recapitalization would receive any warrantsor similar up-front payment or fees in respect of their commitmentto invest in GGP, either on an interim basis, or as part of thepost-reorganization consideration to be issued in respect of theseequity investments. As we previously noted, we estimate that byeliminating these warrants, and their dilutive effect, thisbenefit could be at least $895 million, or $2.75 per share basedon today's share count.

Governance. As you know, in order to avoid the perceived risk ofany challenge to the proposed transaction, Simon proposedsubstantial limits on its governance rights, described in Annex Ato our April 14 letter. In response to your request, and in orderto even further dispel any concerns, by market participants,regulators or otherwise, regarding GGP's independence after theconsummation of a Simon-led recapitalization, Simon would agree tothe revised limits on its governance rights described in Annex Ahereto, including a cap on its voting rights at 20%, the right todesignate only 2 of 9 members to the GGP board of directors (ascontrasted with the 3 of 9 that Brookfield would have the right tonominate pursuant to its proposal), and the requirement that anysuch nominees be independent and not affiliated with Simon. Infact, our 2 proposed directors are Dale Anne Reiss, former SeniorPartner and Global Americas Director with Ernst & Young, LLP, andPeter Linneman, Professor of Real Estate, Finance and PublicPolicy at the Wharton School of Business. Both are distinguishedprofessionals with substantial real estate expertise who are notaffiliated with Simon.

In this regard, it is not Simon's intent to gain control of GGPpursuant to the backstop obligations it is undertaking so as toprovide certainty to GGP and assure a robust post-recapitalizationcapital structure, and, as set forth on the revised Annex Aattached, Simon would agree to dispose of any interest in GGP inexcess of 45%, regardless of any other requirement to do so, andto in any event dispose of any interest in GGP in order to satisfyany applicable regulatory authority, or avoid or lift anyinjunction, and accordingly to provide GGP with great certainty asto closing and equally great certainty as to its ability tooperate independently and be perceived as doing so by the marketand all of its constituencies.

Co-Investors. As of the date of this letter, Simon has receivedcommitment letters from Paulson & Co., Taconic Capital, INGClarion Real Estate Securities, Oak Hill Advisors and RREEF whoare together interested in co-investing, in the aggregate, atleast $2.1 billion in equity in connection with a Simon sponsoredrecapitalization of GGP, discussions with other potential sourcesof capital are ongoing, and Simon is highly confident of placingall of the contemplated equity capital. As noted, to the extentthat Simon does not find replacements for the full amount of thePershing Square and Fairholme commitments, Simon will fullybackstop the entire amount of such co-investment commitments,without any warrants, as well as backstopping an additional $125million investment in GGO as Pershing Square and Fairholme arecurrently contemplated to do.

As noted, GGP would not be expected or required to issue anywarrants or incur any up-front commitment or other similarpayments or fees in respect of the Simon, Paulson or othercommitments to support the GGP recapitalization. Moreover, thePaulson and other co-investor equity commitments would be subjectto claw-back reduction or cancellation by GGP on the same terms asare those of the existing Pershing Square and Fairholmecommitments, subject only to the payment of a modest cancellationfee on any unused commitments of the equity co-investors otherthan Paulson.

Additionally, although the Brookfield proposal would prohibit GGP,at closing, from having any five investors (other than Brookfield,Pershing Square and Fairholme) who together owned 30% of GGP'scommon stock, Simon has agreed to lower this limit from five tofour, permitting GGP greater flexibility in seeking additionalinvestors in its recapitalization.

$1.5 Billion Debt Incurrence. Under the Brookfield proposal, GGPmust incur an additional $1.5 billion of new, unsecured corporatedebt in order to close and emerge from bankruptcy. We understandthat GGP has not yet obtained this new debt. Simon will eliminatethe risk with respect to this $1.5 billion of capital, and thecontingency the requirement to raise it imposes on the Brookfield-sponsored recapitalization, by agreeing to backstop the entireamount, on mutually agreeable market terms. Simon will alsoprovide full assistance to GGP in helping arrange this facility,to the extent GGP so requests.

Closing Certainty. As a condition to its obligation to consummateits investment, Simon would require GGP to have a minimumliquidity of only $350 million, and a maximum aggregateindebtedness of $22.25 billion, in each case as you have requestedas a variation from the terms of the Brookfield transaction. Thisprovides GGP with $300 million more liquidity flexibility - andtherefore greater certainty of closing - than the more stringentstandards insisted upon by Brookfield (minimum liquidity of $500million and maximum aggregate indebtedness of $22.1 billion).

Further, with respect to the GGO spin-off, Simon would agree todelete the concept of "Essential Assets," thereby providing GGPwith greater latitude in structuring the GGO spin-off andeliminating any risk that a delay in the formation of GGO and thetransfer of assets to it will jeopardize the closing of the entireGGP recapitalization or allow any party the opportunity torenegotiate the terms of its investment.

Preemptive Rights. Brookfield would have preemptive rights withrespect to issuances of stock by either GGP or GGO so long as itis a 5% or greater holder in the respective entity. Simon willagree to limit its preemptive rights in GGP, such that they wouldonly apply for so long as Simon holds a 15% or greater interest inGGP.

GGO Backstop Fee. Brookfield, Pershing Square and Fairholmepropose to receive an aggregate of $12.5 million, payable in GGOshares, as a fee for their commitment to backstop the contemplatedGGO rights offering. Simon and its co-investors will waive thisfee.

Default and Compound Interest. Simon will agree to pay theholders of unsecured claims in GGP cash in the amount equal to theamount of accrued and unpaid prepetition interest and postpetitioninterest at the stated non-default contract rate through theeffective date of the plan plus default or compound interest, ifany, as reflected in the Plan Summary Term Sheet attached to ourproposed form of Investment Agreement. The Brookfield proposalwould not provide unsecured creditors with any recovery for theamount of their claims with respect to default or compoundinterest.

No Financing or Other Contingencies. As in our initial proposal,there will be no financing condition whatsoever to Simon'sobligations to close the transaction. As you know, Simon has anequity market capitalization in excess of $27 billion,$3.5 billion of available cash on its balance sheet, and $3.3billion of available borrowing capacity under its revolving creditfacility. Simon would be fully and immediately responsible forits commitment and backstop obligations. Simon's investment wouldnot be contingent on any vote of Simon shareholders.

Improvement to Brookfield Terms. Except as specified herein, theterms of Simon's formal binding contractual commitment to investin GGP would be substantially identical to Brookfield'sobligations pursuant to the Brookfield Investment Agreement andthe other agreements contemplated thereby. Our proposed form ofInvestment Agreement, reflecting the revised proposal describedabove (and including the Plan Summary Term Sheet, also revised toreflect the improvements to our proposal described in thisletter), and which we are prepared to enter into immediately, isbeing forwarded separately by our counsel to your counsel,together with a comparison to the form of agreement we provided toyou on April 14 and copies of the additional commitment letters wehave received from Taconic Capital, ING Clarion Real EstateSecurities, Oak Hill Advisors and RREEF.

We look forward to speaking to you on Thursday and to continuingour work towards an agreement.

Very truly yours,

David Simon

Chairman of the Board and

Chief Executive Officer

cc: Board of Directors, General Growth Properties, Inc.

Official Committee of Equity Security Holders

Official Committee of Unsecured Creditors

Jackson Hsieh, UBS Investment Bank

Antitrust Protections

The U.S. antitrust authorities have consistently recognized thatthe retail real estate industry is highly competitive andfragmented. It is one of the only industries exempted from thenotification and waiting period requirements of the Hart-Scott-Rodino Act. Furthermore, the federal antitrust agencies and thecourts have repeatedly indicated that there is no separaterelevant product market for shopping malls. Rather, a properlydefined relevant market would include all retail real estate.

According to recent estimates, there are over 100,000 shoppingcenters of all kinds in the U.S. containing approximately7 billion square feet. Moreover, in addition to the wide varietyof physical stores, e-commerce websites and mail order catalogshave become established and powerful retail outlets. Only a smallfraction of U.S. retail sales are conducted in properties owned bySPG and GGP.

SPG strongly believes that its proposal to take a passive minoritystake, with numerous procedural and governance safeguards, andtogether with a group of highly sophisticated, experienced andindependent investors, does not pose any concern for thestakeholders of GGP.

Specifically, Simon's acquisition of a 20% voting interest / 25%economic interest in GGP and the right to designate 2 of 9 membersto the GGP board with independent directors, unaffiliated withSimon, will be subject to substantial limitations andrestrictions. Among other things:

GGP will remain a separate company, with its own management andboard, and a majority of independent board members. All leasingdecisions will be made at the property/operating company level,and Simon will not directly or indirectly try to influence them.

The Simon designated GGP board members will not be affiliated withSimon and their service on the GGP board would be consistent withapplicable antitrust laws and other rules.

Simon designated GGP board members shall not be allowed to cast avote on any capital investment, acquisition or divestituredecision of GGP that relates to mall/lifestyle center propertiesthat are within the trade area of a mall/lifestyle center thatSimon manages or has an interest in.

To the extent that Simon acquires in excess of the 45% interest ofGGP in order to fulfill the investment currently contemplated tobe provided by Pershing Square and Fairholme, Simon will sell ordistribute the excess interests, or to put the excess interestsinto a trust with the following terms and conditions, amongothers:

The excess interests would be nonvoting pending disposition.

The trustee would be instructed to sell the excess interests,either as a block or in a series of sales, at such time and undersuch conditions as to ensure that the divestitures do notadversely affect GGP or its ability to raise capital.

The trustee would not be a director, officer, manager, agent oremployee of Simon and would expressly have no fiduciary duty toSimon other than to carry forth the purposes of the trustagreement.

SPG would also sell, distribute or put into a trust additional GGPshares to the extent required by regulatory authorities.

About Simon Property Group

Simon Property Group, Inc. is an S&P 500 company and the largestreal estate company in the U.S. The Company currently owns or hasan interest in 381 properties comprising 260 million square feetof gross leasable area in North America, Europe and Asia. SimonProperty Group is headquartered in Indianapolis, Indiana andemploys more than 5,000 people worldwide. The Company's commonstock is publicly traded on the NYSE under the symbol SPG.

About General Growth

Based in Chicago, Illinois, General Growth Properties, Inc. --http://www.ggp.com/-- is the second-largest U.S. mall owner, having ownership interest in, or management responsibility for,more than 200 regional shopping malls in 44 states, as well asownership in master planned community developments and commercialoffice buildings. The Company's portfolio totals roughly200 million square feet of retail space and includes more than24,000 retail stores nationwide. General Growth is a self-administered and self-managed real estate investment trust. TheCompany's common stock is trading in the pink sheets under thesymbol GGWPQ.

GENERAL MOTORS: Repays Loans to U.S. Government & Canada's EDC--------------------------------------------------------------General Motors Holdings LLC, a wholly owned subsidiary of GeneralMotors Company, on April 20, 2010, repaid all loans and otheramounts outstanding under its secured credit agreement with theUnited States Department of the Treasury in an aggregate amount of$4.7 billion. General Motors of Canada Limited, a wholly ownedsubsidiary of GM Holdings, repaid all loans and other amountsoutstanding under GMCL's loan agreement with Export DevelopmentCanada in an aggregate amount of C$1.1 billion.

Following the repayment of the obligations under the UST CreditAgreement and the Canadian Loan Agreement, funds in an amount of$6.6 billion that were held in escrow have been released to GMHoldings, and the availability of those funds is no longer subjectto the conditions set forth in the UST Credit Agreement.

Reuters says GM remains nearly 61% owned by the U.S. governmentand 12% owned by the Canadian government after the loanrepayments. Most of the roughly $50 billion of support from theU.S. government was converted to common and preferred stock.

About General Motors

General Motors Company -- http://www.gm.com/-- is one of the world's largest automakers, tracing its roots back to 1908. Withits global headquarters in Detroit, GM employs 209,000 people inevery major region of the world and does business in some 140countries. GM and its strategic partners produce cars and trucksin 34 countries, and sell and service these vehicles through thesebrands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, Opel,Vauxhall and Wuling. GM's largest national market is the UnitedStates, followed by China, Brazil, the United Kingdom, Canada,Russia and Germany. GM's OnStar subsidiary is the industry leaderin vehicle safety, security and information services.

GM acquired its operations from General Motors Company, n/k/aMotors Liquidation Company, on July 10, 2009, pursuant to a saleunder Section 363 of the Bankruptcy Code. Motors Liquidation orOld GM is the subject of a pending Chapter 11 reorganization casebefore the U.S. Bankruptcy Court for the Southern District of NewYork.

At December 31, 2009, GM had total assets of US$136.295 billionagainst total liabilities of US$107.340 billion. At December 31,2009, total equity was US$21.249 million.

About Motors Liquidation

General Motors Corporation and three of its affiliates filed forChapter 11 protection on June 1, 2009 (Bankr. S.D.N.Y. Lead CaseNo. 09-50026). General Motors changed its name to MotorsLiquidation Co. following the sale of its key assets to a company60.8% owned by the U.S. Government.

Bankruptcy Creditors' Service, Inc., publishes General MotorsBankruptcy News. The newsletter tracks the Chapter 11 proceedingundertaken by General Motors Corp. and its various affiliates.(http://bankrupt.com/newsstand/or 215/945-7000)

GENERAL MOTORS: Has "Real Possibility" of IPO by Yearend--------------------------------------------------------Reuters' Carey Gillam and David Bailey report that General MotorsCo.'s Chief Executive Ed Whitacre said on Wednesday the automaker"a real possibility" of launching an initial public offering bythe end of the year.

According to Reuters, Mr. Whitacre -- when asked whether GM couldcomplete an offering by the end of 2010 -- said, "I am not certainat all, but we are working hard on it. It is a real possibility."

Reuters also relates Mr. Whitacre said GM would invest $257million at its Kansas City, Kansas, and Detroit Hamtramck assemblyplants to build the next version of the Chevrolet Malibu.

About General Motors

General Motors Company -- http://www.gm.com/-- is one of the world's largest automakers, tracing its roots back to 1908. Withits global headquarters in Detroit, GM employs 209,000 people inevery major region of the world and does business in some 140countries. GM and its strategic partners produce cars and trucksin 34 countries, and sell and service these vehicles through thesebrands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, Opel,Vauxhall and Wuling. GM's largest national market is the UnitedStates, followed by China, Brazil, the United Kingdom, Canada,Russia and Germany. GM's OnStar subsidiary is the industry leaderin vehicle safety, security and information services.

GM acquired its operations from General Motors Company, n/k/aMotors Liquidation Company, on July 10, 2009, pursuant to a saleunder Section 363 of the Bankruptcy Code. Motors Liquidation orOld GM is the subject of a pending Chapter 11 reorganization casebefore the U.S. Bankruptcy Court for the Southern District of NewYork.

At December 31, 2009, GM had total assets of US$136.295 billionagainst total liabilities of US$107.340 billion. At December 31,2009, total equity was US$21.249 million.

About Motors Liquidation

General Motors Corporation and three of its affiliates filed forChapter 11 protection on June 1, 2009 (Bankr. S.D.N.Y. Lead CaseNo. 09-50026). General Motors changed its name to MotorsLiquidation Co. following the sale of its key assets to a company60.8% owned by the U.S. Government.

Bankruptcy Creditors' Service, Inc., publishes General MotorsBankruptcy News. The newsletter tracks the Chapter 11 proceedingundertaken by General Motors Corp. and its various affiliates.(http://bankrupt.com/newsstand/or 215/945-7000)

GRAFTECH INTERNATIONAL: S&P Assigns Rating on $230 Mil. Notes-------------------------------------------------------------Standard & Poor's Ratings Services said that it assigned its 'BBB'issue-level rating (two notches above the corporate credit ratingon the parent company, GrafTech International Ltd.) to GrafTechFinance Inc.'s proposed $230 million senior secured revolvingcredit facility due 2013. The recovery rating is '1', indicatingS&P's expectation of very high (90% to 100%) recovery in the eventof a payment default. The ratings are based on preliminary termsand conditions.

It is S&P's understanding that the borrowers under the facilitywill be GrafTech Finance and GrafTech Switzerland S.A. Thefacility will be guaranteed by GrafTech and certain of itssubsidiaries, with all guarantors providing a first priority lienon their assets as security to the facility. In addition, theobligations of GrafTech Switzerland S.A. will be secured by apledge of all the equity and intercompany indebtedness owned by itand all its assets located in the U.S.

The ratings on Parma, Ohio-based GrafTech reflect the company'sfair business risk profile, which its significant exposure to thecyclical steel industry, high degree of supplier concentration,and continued raw material cost pressures demonstrate. Still, thecompany maintains a good market position in graphite electrodes,possesses healthy margins, and has an intermediate financial riskprofile driven mainly by its very low book debt balances.

HAWKER BEECHCRAFT: Inks Employment Contract with Worth Boisture---------------------------------------------------------------Hawker Beechcraft Company entered into an employment agreementwith Worth W. Boisture, Jr., President of Hawker BeechcraftAcquisition Company, LLC, pursuant to which, among other things,the Company agreed to purchase Mr. Boisture's residence inSavannah, Georgia if he was unable to sell the residence.

On April 7, 2010, Mr. Boisture's residence was purchased by athird-party relocation agent acting on the Company's behalf for$1.04 million, the average appraised value of the residence basedon two independent third party appraisals. In addition to theresidence's purchase price, the Company agreed to pay Mr. Boisture$360,000, and a gross-up payment of $254,859 in respect ofadditional taxes owed by Mr. Boisture with respect to thispayment.

Mr. Boisture has agreed that if the relocation agent ultimatelysells the residence for less than $1 million, Mr. Boisture willrefund the Company 50% of any amounts for which the residencesells for less than $1 million, subject to an agreed floor amount.

As reported by the Troubled Company Reporter on Nov. 20, 2009,Moody's affirmed Hawker Beechcraft Acquisition Company LLC's Caa2Corporate Family and Probability of Default ratings but loweredthe rating on the company's senior secured bank obligations toCaa1 from B3 following announcement of plans to expand the size ofits secured term loan. At the same time, ratings on HawkerBeechcraft's senior unsecured cash-pay and PIK election notes(Caa3) and subordinated notes (Ca) were affirmed. The company'sSpeculative Grade Liquidity rating was changed to SGL-4,designating weak liquidity, but is expected to improve once finalamounts sourced from an incremental term loan are known. Theoutlook was revised to negative.

The actions follow several developments: an amendment to thecompany's revolving credit facility reducing the size of thecommitment and revising financial covenants, a proposed increaseof $200 million to an existing $1,271 million term loan,disclosure of some $0.7 billion of non-cash impairment and othercharges during the company's third quarter.

On Nov. 19, 2009, the TCR stated that Standard & Poor's assignedits 'CCC+' issue-level rating to Hawker Beechcraft Acquisition Co.LLC's proposed $200 million incremental term loan, the same as thecorporate credit rating on parent Hawker Beechcraft Inc., and a'4' recovery rating, which indicates S&P's expectation of average(30%-50%) recovery in a payment default scenario. In addition,S&P affirmed its 'CCC+' corporate credit rating on Wichita,Kansas-based Hawker Beechcraft. The company has about$2.15 billion of debt.

S&P also lowered its issue-level rating on HBAC's existing seniorsecured credit facilities to 'CCC+' from 'B-', the same as thecorporate credit rating on Hawker Beechcraft. S&P lowered therecovery rating on this debt to '4' from '2', indicating itsexpectation of average (30%-50%) recovery in a payment defaultscenario. At the same time, S&P affirmed its 'CCC-' issue-levelrating on HBAC's senior unsecured and subordinated notes, twonotches below the corporate credit rating on Hawker Beechcraft.The recovery rating on the senior unsecured and subordinated debtremains at '6', indicating S&P's expectation of negligible (0%-10%) recovery in a payment default scenario.

The outlook is negative. S&P could lower the ratings if themarket for business jets deteriorates further, leading to reducedearnings, cash generation, and liquidity, resulting in cash onhand and revolver availability falling below $200 million.

HEALTHSOUTH CORP: Picks Douglas Coltharp as Chief Fin'l Officer---------------------------------------------------------------HealthSouth Corporation appointed Douglas E. Coltharp as executivevice president and chief financial officer, effective May 6, 2010.Coltharp, who brings more than 20 years of senior financial andstrategic planning experience to the position, will be responsiblefor all financial operations of the Company. This appointmentconcludes a comprehensive national search process that began atthe end of 2009.

"We are extremely pleased to welcome Doug as HealthSouth's newchief financial officer," said HealthSouth President and ChiefExecutive Officer Jay Grinney. "He is a talented financeprofessional with an impressive track record of exemplaryperformance and accomplishments. I am confident that Doug'sstrategic acumen, effective leadership style and broad experiencewill be a great addition to our executive management team. Iwould also like to thank Ed Fay, senior vice president -- financeand treasurer, and Andy Price, senior vice president -- chiefaccounting officer, for their valuable leadership during thistransition period."

"I am very excited to have the opportunity to join HealthSouth andbe a part of an organization that plays such an important role inthe delivery of quality rehabilitation services and care to somany patients across the country," said Mr. Coltharp. "I lookforward to building on HealthSouth's momentum by working tosupport the Company's execution and achievement of its strategicobjectives, furthering the development of new growth opportunitiesand delivering value for HealthSouth shareholders."

Since May 2007, Mr. Coltharp has been a partner at ArlingtonCapital Advisors and Arlington Investment Partners, LLC (AIP), aboutique investment banking firm and private equity firm. Priorto that, Coltharp served 11 years as executive vice president andchief financial officer for Saks Incorporated. In this role, hewas responsible for recapitalizing the company and guiding itthrough a series of acquisitions and organic growth strategiesthat transformed it from a small cap, regional department storeoperator to a Fortune 1000 national retailer.

Mr. Coltharp began his career in 1987 at Nations Bank, N.A. androse to become senior vice president and head of SoutheastCorporate Banking. During this time, Coltharp advised Fortune 100companies on capital raising and other corporate financialmatters.

Mr. Coltharp graduated magna cum laude from Lehigh University witha bachelor's degree in Finance and Economics and earned hismaster's in Business Administration with concentrations in Financeand Strategic Planning from the Wharton School, University ofPennsylvania.

Mr. Coltharp currently serves as a member of the Board ofDirectors of Ares Capital Corporation, Under Armour, Inc. and Rue21, Inc.

About Healthsouth Corp.

Birmingham, Alabama-based HealthSouth Corporation (NYSE: HLS) --http://www.healthsouth.com/-- is the nation's largest provider of inpatient rehabilitative healthcare services. Operating in 26states across the country and in Puerto Rico, HealthSouth servespatients through its network of inpatient rehabilitationhospitals, long-term acute care hospitals, outpatientrehabilitation satellites, and home health agencies.

At Sept. 30, 2009, the Company had $1.754 billion in total assetsagainst $2.288 billion in total liabilities and $387.4 million ofconvertible perpetual preferred stock. At Sept. 30, 2009, theCompany had accumulated deficit of $3.756 billion, healthsouthshareholders' deficit of $1.002 billion, noncontrolling interestsof $80.8 million and total shareholders' deficit of$921.9 million.

HICKS SPORTS: League "In Control" of Rangers Sale Process---------------------------------------------------------T.R. Sullivan at MLB.com reports that billionaire Tom Hicks, whocontrols the Texas Rangers, said the sale of the Rangers to agroup headed by Pittsburgh sports attorney Chuck Greenberg is atan "impasse" until the deal is completed with the lendinginstitutions that hold the debt on Hicks Sports Group.

According to the report, Major League Baseball has been supportiveof the Greenberg group's efforts since it was selected as thewinning bidder by Hicks, the outgoing owner of the club. Thegroup includes team president Nolan Ryan. Commissioner Bud Selighas expressed his desire for the transaction to be completed asquickly as possible.

Mr. Hicks, according to the report, said the sale has not beencompleted because a significant holder of HSG debt has not signedoff on the amount of money that will be distributed to the lendersout of proceeds from the sale.

"I'm concerned about it," Mr. Hicks told reporters at Fenway Parkbefore Wednesday night's game. "The sale is something that I'vesupported. . . . At the end of the day . . . [the lenders] don'trelease the liens on the debt unless they approve the deal, and nobuyer is going to buy the team unless the liens are released. Wesaid in Spring Training this is a complicated deal. It's even morecomplicated now."

Major League Baseball is "in control of the sale process,"according to a statement issued Wednesday night by the Office ofthe Commissioner. "As part of the Texas Rangers sale process, TomHicks selected the Chuck Greenberg/Nolan Ryan group as the chosenbidder on December 15, 2009 and entered into an exclusiveagreement with that group.

"Major League Baseball is currently in control of the sale processand will use all efforts to achieve a closing with the chosenbidder. Any deviation from or interference with the agreed uponsale process by Mr. Hicks or any other party, or any actions inviolation of MLB rules or directives will be dealt withappropriately by the Commissioner."

Said Mr. Hicks, "This will be resolved one way or the other. Ihope it gets sorted out soon."

As reported by the TCR on April 15, 2009, Hicks Sports Group wasdeclared to be in default by a group of 40 financial institutionsand other investors holding $525 million in debt. The Companymissed a $10 million quarterly interest payment on March 31, 2009,triggering the default notice.

About Hicks Sports

Hicks Sports Group -- http://www.hickssportsgroup.com/-- was formed in 1999 as a sports and entertainment holding companycontrolled by Thomas O. Hicks. Prior to the formation of HSG, Mr.Hicks acquired the Dallas Stars in 1996 and then acquired theTexas Rangers from the George W. Bush/Edward W. Rose partnershipin 1998. HSG was formed to oversee the Hicks family's sportsteams, as well as the Hicks family's sports-related real estatedevelopments.

In a joint venture with an affiliate of the Dallas Mavericks, HSGowns a 50% stake in Center Operating Company, the group thatmanages and leases the American Airlines Center, which is home tothe Dallas Stars and the Dallas Mavericks NBA team. Further, HSGoperates Hicks Sports Marketing Group, an entity formed in 2006 torepresent sports branding opportunities and corporate sponsorshipsfor HSG, most notably for the Stars, the Rangers, and real estateprojects related to Hicks' sports venues. HSG has an interest ineight Dr. Pepper StarCenter facilities, including the StarCenterin Frisco, Texas, that serves as the practice facility for theDallas Stars, and owns approximately 40 acres surrounding the Dr.Pepper/7 Up Ballpark in Frisco, which is designated for futuremixed-use development. In Arlington, HSG is involved in thedevelopment of over 100 acres, as an exciting mixed-usedevelopment focused on restaurants and entertainment, plannedbetween the Rangers Ballpark in Arlington and the new DallasCowboys Stadium.

HPT DEVELOPMENT: Can Access Business Revenues Until June 30-----------------------------------------------------------The Hon. Sarah S. Curley of the U.S. Bankruptcy Court for theDistrict of Arizona authorized, on a preliminary basis, HPTDevelopment Corporation to use all of the revenue generated by theoperation of the Debtor's business until June 30, 2010, or on theoccurrence of an event of default.

Heritage Bank, N.A., claim a lien and security interest on lots 1,2, 4 and pursuant to that certain construction loan amounting to$11,100,000, and deed of trust executed by the Debtor and Tay landHoldings, L.L.C., to the Bank. The Bank also claims a lien andsecurity interest on Lots 3 and 6 pursuant to that $1,400,000business loan and deed of trust.

The Debtor will use the business revenues to pay operatingexpenses with a 10% variance.

As adequate protection for any diminution in value of the lenders'collateral, the Debtors will grant Heritage Bank postpetitionreplacement liens on all property from and after the petitiondate.

The Court also said that if no objections are received within 21days of service, the April 19 order will be final.

HPT DEVELOPMENT: U.S. Trustee Unable to Form Creditors Panel------------------------------------------------------------The Office of the U.S. Trustee for Region 14 notified the U.S.Bankruptcy Court for the District of Arizona that it was unable toappoint an official committee of unsecured creditors in theChapter 11 cases of HPT Development Corporation.

The U.S. Trustee said that there were insufficient indications ofwillingness from the unsecured creditors to serve on thecommittee.

The U.S. Trustee reserves the right to appoint a committee ifinterest develop among the creditors.

HUNTER DEFENSE: Moody's Affirms 'B2' Corporate Family Rating------------------------------------------------------------Moody's Investors Service has affirmed the B2 corporate family andprobability of default rating of Hunter Defense Technologies, Inc.The affirmation acknowledges Hunter's early 2010 acquisition ofNordic Air, Inc., a manufacturer of environmental control productsto principally military customers. The $95 million (includingexpenses) acquisition was funded with a combination of cash onhand, $35 million of incremental first lien term loan and a commonequity contribution. Also in early 2010, Hunter's ultimate parentmade another relatively large acquisition of Airborne SystemsGroup Limited (not rated by Moody's), a manufacturer of militaryparachute products. Although a shared services agreement existsbetween Hunter and Airborne, the entity has been financed and isheld within a separate borrowing group, unrated by Moody's.

Hunter's B2 rating reflects limited scale, customer concentration,and potential for performance volatility against improvedoperating margin during the first six months of FYE June 2010, andsome de-levering that the Nordic Air acquisition brought. Therating benefits from sole-source status many of Hunter's CBRNfilter products hold with the U.S. Department of Defense and goodpenetration of Hunter's environmental control and power generationproducts within the U.S. military. While the Nordic Airacquisition should widen Hunter's customer range and itsenvironmental control product suite, integration risk shouldremain elevated until achievement of the cross-sell andmanufacturing synergies sought. Additionally, the rating issupported by Moody's expectation that Hunter should maintainadequate liquidity primarily through positive free cash flowthroughout the near term.

The stable outlook reflects a steady backlog level and expectationof credit metrics on par with the B2 rating. Although organicrevenue growth since FY2009 has been flat some improved marginshave provided offset. A potentially substantial 2013 earn-outpayment on Nordic Air could require an additional liquidity source(could be offset by how the company manages remaining cash flowafter required first lien repayments). Outlook stability willdepend on sustaining interest coverage metrics, cost-effectiveintegration of Nordic Air, confidence of both near-term liquidityprofile adequacy and financial flexibility for the potential 2013earn-out.

Ratings affirmed:

* Corporate family and probability of default, B2

* $20 million first lien revolver due August 2013, B1, LGD3, to 36% from 34%

* $200 million first lien term loan due August 2014, B1, LGD3, to 36% from 34%

* $80 million second lien term loan due February 2015, Caa1, LGD5, to 87% from 85%

IRVINE SENSORS: Inks Settlement and Release with Looney Entities----------------------------------------------------------------Irvine Sensors Corporation and its Chief Executive Officer, JohnC. Carson, and its Chief Financial Officer, John J. Stuart, Jr.entered on March 26, 2010, into a Settlement and Release Agreementwith Timothy Looney, Barbara Looney and TWL Group, L.P., pursuantto which the Company and Messrs. Carson and Stuart, on the onehand, and Looney, on the other hand, settled and released allclaims and agreed to dismiss all litigation against each otherrelating to the Company's acquisition of Optex Systems, Inc. inDecember 2005 and various transactions related thereto, theeffectiveness of such Settlement Agreement contingent upon theCompany's receipt of consents from its senior creditors, SummitFinancial Resources, L.P. and Longview Fund, L.P. The Companyobtained such consents from Summit and Longview on or prior toApril 9, 2010.

In connection with Longview's consent, on April 9, 2010, theCompany and Longview entered into an Agreement, Consent and Waiverpursuant to which the Company and Longview made certain agreementsregarding the repayment of debt, cooperation in the sale ofsecurities, contingent issuance of securities and waiver ofcertain rights in consideration for Longview delivering itsconsent to the Settlement Agreement and transactions relatedthereto. Specifically, the parties agreed that:

(i) the Company will repay to Longview all principal and interest due under a Secured Promissory Note dated July 13, 2007 upon the closing of an equity or debt financing (or a series of equity or debt financings) which results in gross proceeds to the Company in the aggregate in excess of $1,500,000;

(ii) if the Company arranges for a third-party investor to purchase the Company's Series A-1 Convertible Preferred Stock and Series A-2 Convertible Preferred Stock beneficially owned by Longview at its Stated Value pursuant to a binding letter of intent delivered to Longview no later than June 1, 2010, Longview will sell the Preferred Stock to such investor on such terms and also sell all the Waiver Securities to such investor at a price per share of $0.30, provided that the closing of such sale occurs no later than July 15, 2010; and

(iii) in the event the LOI is not delivered on or prior to June 1, 2010, the Buyout has not closed on or prior to July 15, 2010 or Longview still owns Preferred Stock on July 15, 2010, the Company shall issue to Longview (x) non-voting equity securities, with terms junior to the Company's Series B Convertible Preferred Stock, convertible into 1,000,000 shares of the Company's Common Stock and (y) a two-year warrant to purchase 1,000,000 shares of the Company's Common Stock at an exercise price per share of $0.30, which was the last consolidated closing bid price of the Company's Common Stock prior to the execution of the Longview Agreement as determined in accordance with Nasdaq Marketplace Rules.

The terms of the Contingent Securities and the Contingent Warrantwill be negotiated in good faith and mutually agreed upon by theparties if such issuances are required, except that both theContingent Securities and the Contingent Warrant must include ablocker which would preclude conversion into Common Stockresulting in beneficial ownership by the holder and its affiliatesof more than 4.99% of the Company's outstanding Common Stock, theContingent Warrant will include a cashless exercise provision, andneither the Contingent Securities nor the Contingent Warrant willbe convertible or exercisable within six months of issuance.

Furthermore, pursuant to the Longview Agreement, Longview waivedits right to receive dividends on the Preferred Stock that havealready accumulated or will accumulate through July 15, 2010, inconsideration for the issuance by the Company to Longview of non-voting equity securities, with terms junior to the Company'sSeries B Convertible Preferred Stock, convertible into 2,750,000shares of the Company's Common Stock on terms to be negotiated ingood faith and mutually agreed upon by the parties, except thatthe Waiver Securities shall include a Blocker and the Company mustuse commercially reasonable efforts to issue such WaiverSecurities within 15 business days after April 9, 2010.

In the event that the Nasdaq Stock Market objects to the Company'sissuance of the Contingent Securities, the Contingent Warrant orthe Waiver Securities, the parties must negotiate in good faith tomodify the Longview Agreement so as to effect as closely aspossible the original intent of the parties and, if required, theCompany must seek stockholder approval for such issuances at itsannual stockholders' meeting in July 2010.

Finally, pursuant to the Longview Agreement, Longview agreed towaive (i) all anti-dilution rights under the Preferred Stock, anywarrant held by Longview or any other instrument or agreementbetween the Parties that may arise with respect to the Financing,but only to the extent that the price per share realized in suchFinancing is not lower than the exercise price per share of theContingent Warrant and only if the Financing closes on or prior toJuly 15, 2010; and (ii) to waive all Anti-Dilution Rights withrespect to the issuance of the Contingent Securities and theWaiver Securities.

In the event that the exercise price of the Contingent Warrant islower than the conversion price of the Preferred Stock on theContingency Date, the Longview Agreement is not a waiver of Anti-Dilution Rights with respect thereto.

Pursuant to the terms of the Settlement Agreement, the Companyagreed to issue to Mr. Looney a secured promissory note in theprincipal amount of $2,500,000, and, in connection therewith, theCompany agreed to enter into a Security Agreement and anIntellectual Property Security Agreement with Mr. Looney.

On April 14, 2010, the Company issued the Note and entered intothe Security Agreements, all on substantially the terms previouslyreported, except (i) the Note requires the Company to remitgraduated monthly installment payments to Mr. Looney beginningwith a payment of $8,000 in May 2010 and ending with a payment of$300,000 in June 2012 and (ii) a final payment of all outstandingprincipal and interest is due in July 2012.

About Irvine Sensors

Irvine Sensors Corporation -- http://www.irvine-sensors.com/-- headquartered in Costa Mesa, California, is a vision systemscompany engaged in the development and sale of miniaturizedinfrared and electro-optical cameras, image processors and stackedchip assemblies and sale of higher level systems incorporatingsuch products and research and development related to high densityelectronics, miniaturized sensors, optical interconnectiontechnology, high speed network security, image processing and low-power analog and mixed-signal integrated circuits for diversesystems applications.

Optex Systems, Inc., a Texas corporation and a wholly ownedsubsidiary of Irvine Sensors, on September 21, 2009, filed avoluntary petition for relief under Chapter 7 of the United StatesBankruptcy Code in the United States Bankruptcy Court inCalifornia.

Irvine Sensors reported assets of $5.23 million and $9.23 million,resulting to a $4.0 million stockholders' deficit at the end ofthe quarterly period ended December 27, 2009.

Irvine Sensors received a Nasdaq Staff Determination on March 16,2010, indicating that the Company has not regained compliance withthe $1.00 minimum bid price requirement for continued listing setforth in Nasdaq Marketplace Rule 5550(a)(2), and that theCompany's securities are, therefore, subject to delisting from TheNasdaq Capital Market.

The Company's balance sheet as of February 28, 2010, showed$7,389,484 in assets, $13,281,797 of debts, and $2,970,772 ofmandatorily redeemable preferred stock, for a stockholders'deficit of $8,863,085.

The Company reported a net loss attributable to commonstockholders of $355,613 on $345,638 of revenue for the threemonths ended February 28, 2010, compared with a net lossattributable to common stockholders of $618,951 on $314,839 ofrevenue for the same period of 2009.

"The Company incurred operating losses (after accretion ofmandatorily redeemable convertible preferred stock, includingaccrued dividends) of approximately $3,058,000 and $3,333,000 forthe years ended May 31, 2009, and 2008, and has incurred losses ofapproximately $356,000 and $2,012,000 for the three and nine monthperiods ended February 28, 2010. Losses are expected to continueuntil the Company's insurance company subsidiary, First SuretyCorporation develops a more substantial book of business. Whilecontinued improvement is anticipated as the business plan is morefully implemented, restrictions on the use of FSC's assets, theCompany's significant deficiency in working capital andstockholders' equity raise substantial doubt about the Company'sability to continue as a going concern."

Jacobs Financial Group, Inc. (OTC Bulletin Board: JFGI) is aCharleston, West Virginia-based holding company for First SuretyCorporation, a West Virginia domiciled surety, Triangle SuretyAgency, an insurance agency that specializes in coal reclamationsurety bonds, and Jacobs & Company, a registered investmentadvisor.

JOSHUA FARMER: Wants to Use Cash Collateral; Faces Objections-------------------------------------------------------------Joshua Farmer and Andrea Farmer seek authority from the U.S.Bankruptcy Court for the Western District of North Carolina to usethe cash collateral securing their obligation to their prepetitionlenders.

Andrew T. Houston, Esq., at Hamilton Moon Stephens Steele &Martin, PLLC, the attorney for the Debtors, explains that theDebtors need the money to fund their Chapter 11 case, paysuppliers and other parties. The Debtors will use the collateralpursuant to weekly budgets. The Debtors will file copies of thebudgets separately as soon as they are available. Because theamount of certain expenses or the timing of all expenses cannot bepredicted exactly, the Debtors propose that they be in compliancewith the Budgets so long as the Debtors do not exceed the Budgetsby more than 10% per line item (on a cumulative basis).

In exchange for using the cash collateral, the Debtors propose toprovide the lenders with replacement liens in post-petition assetsto the same extent and priority as existed pre-petition, for allcash collateral actually expended.

Inland Mortgage Capital Corporation has objected to the Debtors'request to use cash collateral. Inland Mortgage is a creditor ofGroves Apartments, LLC, which was formed as a "special purposeentity" on or about October 3, 2006, pursuant to a loan in theoriginal principal amount of $5,000,000 that was made by Inland asof October 25, 2006 (the Loan). The Debtors and Raymond B. Farmerand Diane P. Farmer are guarantors in respect of Groves'obligations to Inland under the Loan.

"The Debtors' request to use Groves Apartments' rents, revenuesand funds is improper as a matter of law and as a matter ofequity. First, the Debtors' pre-bankruptcy machinations and lackof disclosure have made it impossible to determine whether therereally is a 'emergency' need to use the rents and revenues ofGroves Apartments with respect to the maintenance and upkeep ofthe Groves Apartments. Second, the Debtors admit that they haveno evidence of adequate protection to present to the Court.Third, the Debtors cannot establish that they will operate theGroves Apartments or use Inland's assets in the Debtors' ordinarycourse of business. The Debtors admit that the Groves Apartmentswere operated by Groves up until Groves was dissolved on April 1,2010. It also bears noting that the Debtors have not proposed touse segregated accounts for Groves Apartments' rents and revenues.In no instance should the Debtors be allowed to commingle anyfunds held or received in respect of the Groves Apartments withany other funds," Inland Mortgage says.

Should the Court determine that the Debtors have need to useInland Mortgage's cash collateral on an interim basis, InlandMortgage asks that the Court, among other things, order theDebtors to: (i) promptly provide a complete accounting of allrents, revenues and proceeds received in respect of the GrovesApartments since January 1, 2010; (ii) promptly segregate, and tokeep, all rents, revenues and proceeds received in respect of theGroves Apartments in an insured depository account separate andapart from all other accounts and funds of the Debtors, any oftheir relatives or any entity that is affiliated with any of theDebtors or any of their relatives; (iii) promptly identify eachexpert that may be called upon to testify as to the value of theGroves Apartments or the alleged equity cushion of Inland Mortgageand to promptly make the expert available for deposition beforethe date on which the Court may conduct a subsequent hearing onthe Debtors' motion; and (iv) appear at a deposition, before thedate on which the Court may conduct a subsequent hearing on theDebtors' motion, to be conducted with respect to the factualissues arising in respect of the motion and without prejudice toInland Mortgage's rights to subsequently conduct a Rule 2004examination or deposition of the Debtors.

The Palmetto Bank has also objected to the Debtors' request to usecash collateral. The Bank believes that the collateral propertiesshould be managed by an independent third party management companywho reports directly to the Court. The Bank joins in the motionof 1230 Overbrook Drive Holdings, LLC, seeking to have EaslanManagement Company, Inc., serve as a custodian/trustee/examiner tooperate the multifamily apartment and townhouse complexes whichserve as lender collateral. The Bank wants: (a) separateaccounting for each apartment complex; (b) separate bank accountsto ensure that funds from each collateral property are notcommingled; (c) payment of all escrowed funds for taxes into anescrow account held by the respective lender; (d) payment of allfunds for property insurance into a trust account maintained bycounsel for the Debtors; (e) no payment of Debtors' professionalfees or quarterly bankruptcy fees from cash collateral; (f)restrictions on payment of any amounts to insiders of the Debtors,specifically including companies wholly owned by the Debtors; and(g) payment of all net operating cash collateral to the respectivelenders on a monthly basis.

KIRKLAND HUTCHESON: Wants Until April 29 to File Chapter 11 Plan----------------------------------------------------------------Kirkland Hutcheson, LLC asks the U.S. Bankruptcy Court for theWestern District of Missouri to extend its exclusive period tofile a proposed Chapter 11 Plan until April 29, 2010.

The Debtor needs additional time to finalize information toincorporate into Plan documents.

LEHMAN BROTHERS: Fees to Bankruptcy Lawyers & Advisors Top $730MM-----------------------------------------------------------------Lehman Brothers Holdings Inc. said in its monthly operatingreport, filed with the Bankruptcy Court and the Securities andExchange Commission that it has paid all of its bankruptcy lawyersand advisers $731.6 million since its collapse on September 15,2008 through March 31, 2010.

Alvarez & Marsal LLC, the liquidator of LBHI, has collected $262.2million in fees over 18 months. The restructuring firm, whichprovided Lehman with its current chief executive officer, BryanMarsal, is billing the bankruptcy estate for "interim management."

Weil Gotshal & Manges LLP, LBHI's lead bankruptcy counsel, is nexton the list, having received a total of $164.78 million in feesand reimbursements from the estate.

Lehman says that it has $16.6 billion in cash and investments asof March 31, 2010.

About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For morethan 150 years, Lehman Brothers has been a leader in the globalfinancial markets by serving the financial needs of corporations,governmental units, institutional clients and individualsworldwide.

Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008(Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petitionlisted US$639 billion in assets and US$613 billion in debts,effectively making the firm's bankruptcy filing the largest inU.S. history. Several other affiliates followed thereafter.

On September 19, 2008, the Honorable Gerard E. Lynch, Judge of theU.S. District Court for the Southern District of New York, enteredan order commencing liquidation of Lehman Brothers, Inc., pursuantto the provisions of the Securities Investor Protection Act (CaseNo. 08-CIV-8119 (GEL)). James W. Giddens has been appointed astrustee for the SIPA liquidation of the business of LBI

The Bankruptcy Court has approved Barclays Bank Plc's purchase ofLehman Brothers' North American investment banking and capitalmarkets operations and supporting infrastructure forUS$1.75 billion. Nomura Holdings Inc., the largest brokeragehouse in Japan, purchased LBHI's operations in Europe for US$2plus the retention of most of employees. Nomura alsobought Lehman's operations in the Asia Pacific for US$225 million.

International Operations Collapse

Lehman Brothers International (Europe), the principal UK tradingcompany in the Lehman group, was placed into administration,together with Lehman Brothers Ltd, LB Holdings PLC and LB UK REHoldings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann andMike Jervis, partners at PricewaterhouseCoopers LLP, have beenappointed as joint administrators to Lehman Brothers International(Europe) on September 15, 2008. The joint administrators havebeen appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.filed for bankruptcy in the Tokyo District Court on September 16.Lehman Brothers Japan Inc. reported about JPY3.4 trillion(US$33 billion) in liabilities in its petition.

According to the report, the mediation procedures provide forthese terms:

* Once Lehman objects to a claim, the creditor is automatically precluded from conducting discovery or filing papers in bankruptcy court to litigate the claim dispute. Lehman can initiate the process by making an offer of settlement. If the creditor doesn't accept the offer within 15 days, the claim disputes goes to mediation.

* If an indenture trustee doesn't have authority under the indenture to mediate or settle on behalf of the holders, holders will be requested to give authority. If the indenture trustee isn't given authority to mediate, the claim dispute will go to bankruptcy court as if mediation failed.

* Once Lehman picks a claim for mediation, the mediation will begin within 60 days and must be completed within 120 days after commencement. The mediator will have authority to combine several claims into a single mediation. While the proceedings will take place in New York, a creditor can participate by telephone with the consent of the mediator and the parties.

Lehman pays the mediators' fees.

About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For morethan 150 years, Lehman Brothers has been a leader in the globalfinancial markets by serving the financial needs of corporations,governmental units, institutional clients and individualsworldwide.

Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008(Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petitionlisted US$639 billion in assets and US$613 billion in debts,effectively making the firm's bankruptcy filing the largest inU.S. history. Several other affiliates followed thereafter.

On September 19, 2008, the Honorable Gerard E. Lynch, Judge of theU.S. District Court for the Southern District of New York, enteredan order commencing liquidation of Lehman Brothers, Inc., pursuantto the provisions of the Securities Investor Protection Act (CaseNo. 08-CIV-8119 (GEL)). James W. Giddens has been appointed astrustee for the SIPA liquidation of the business of LBI

The Bankruptcy Court has approved Barclays Bank Plc's purchase ofLehman Brothers' North American investment banking and capitalmarkets operations and supporting infrastructure forUS$1.75 billion. Nomura Holdings Inc., the largest brokeragehouse in Japan, purchased LBHI's operations in Europe for US$2plus the retention of most of employees. Nomura alsobought Lehman's operations in the Asia Pacific for US$225 million.

International Operations Collapse

Lehman Brothers International (Europe), the principal UK tradingcompany in the Lehman group, was placed into administration,together with Lehman Brothers Ltd, LB Holdings PLC and LB UK REHoldings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann andMike Jervis, partners at PricewaterhouseCoopers LLP, have beenappointed as joint administrators to Lehman Brothers International(Europe) on September 15, 2008. The joint administrators havebeen appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.filed for bankruptcy in the Tokyo District Court on September 16.Lehman Brothers Japan Inc. reported about JPY3.4 trillion(US$33 billion) in liabilities in its petition.

LEHMAN BROTHERS: Investor Wins in Arbitration Case vs. UBS----------------------------------------------------------Vernon Healy says Lehman structured note investors have reason tocelebrate again. With the latest Financial Industry RegulatoryAuthority (FINRA) arbitration ruling announced last week, UBScustomers who lost money on Lehman Brothers principal protectednotes are now five for five, with the decisions going against UBSand in favor of the customers in every reported case.

In the latest reported arbitration award, the FINRA panel awardedmore than $400,000 and to a pair of investors who bought LehmanBrothers structured notes, including principal protected notes,from UBS in early 2008.

These notes were among $1 billion worth of Lehman products thatUBS sold to U.S. investors, according to a UBS statement toBloomberg.

Other brokerages, including Raymond James and Credit Suisse, alsopushed Lehman structured products to their clients. The productsare now virtually worthless following the Lehman bankruptcy inSeptember 2008.

This FINRA ruling and growing number of big and small investorslining up to recover losses from UBS underscores the grossnegligence UBS demonstrated when it pushed the now nearlyworthless Lehman structured products on unwitting investors. Italso reveals the growing momentum for those wronged investors whochoose to seek legal counsel in attempting to recover their lossesfrom UBS.

Vernon Healy began filing claims against UBS on behalf ofinvestors in early 2009 and has filed almost $2 million in Lehmannote arbitration claims against UBS on behalf of investors in thepast 2 months alone.

A significant number of individual investors represented by VernonHealy have had Lehman principal protected note losses in excess of$500,000. The international media have recognized Vernon Healy'sinvestigative efforts involving Lehman notes and individuals fromoverseas, especially from the U.K., are contacting Vernon Healy toassist them in pursuing UBS in connection with the sale of Lehmanstructured notes in Europe.

Based on the investigation by Vernon Healy, it appears that UBSeven misled its own financial advisors regarding the safety of theStructured Notes, including the Lehman Principal Protected Notes,that UBS so heavily promoted.

Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For morethan 150 years, Lehman Brothers has been a leader in the globalfinancial markets by serving the financial needs of corporations,governmental units, institutional clients and individualsworldwide.

Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008(Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petitionlisted US$639 billion in assets and US$613 billion in debts,effectively making the firm's bankruptcy filing the largest inU.S. history. Several other affiliates followed thereafter.

On September 19, 2008, the Honorable Gerard E. Lynch, Judge of theU.S. District Court for the Southern District of New York, enteredan order commencing liquidation of Lehman Brothers, Inc., pursuantto the provisions of the Securities Investor Protection Act (CaseNo. 08-CIV-8119 (GEL)). James W. Giddens has been appointed astrustee for the SIPA liquidation of the business of LBI

The Bankruptcy Court has approved Barclays Bank Plc's purchase ofLehman Brothers' North American investment banking and capitalmarkets operations and supporting infrastructure forUS$1.75 billion. Nomura Holdings Inc., the largest brokeragehouse in Japan, purchased LBHI's operations in Europe for US$2plus the retention of most of employees. Nomura alsobought Lehman's operations in the Asia Pacific for US$225 million.

International Operations Collapse

Lehman Brothers International (Europe), the principal UK tradingcompany in the Lehman group, was placed into administration,together with Lehman Brothers Ltd, LB Holdings PLC and LB UK REHoldings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann andMike Jervis, partners at PricewaterhouseCoopers LLP, have beenappointed as joint administrators to Lehman Brothers International(Europe) on September 15, 2008. The joint administrators havebeen appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.filed for bankruptcy in the Tokyo District Court on September 16.Lehman Brothers Japan Inc. reported about JPY3.4 trillion(US$33 billion) in liabilities in its petition.

LEHMAN BROTHERS: LBI Proposes Deal with Client Money Claimants--------------------------------------------------------------In line with their objective to save costs whilst winding down thecompany, the Joint Administrators of Lehman Brothers International(Europe) are proposing to settle in full certain eligible pre-administration client money claimants' entitlements from LBIE'sgeneral estate. This proposal applies to payments up to amaximum of $10,000 per client and is in return for an assignmentof their pre-administration client money claim.

The purpose of this decision is to engage over 500 of LBIE's 1500pre administration client money claimants in a plan to reduce theclient money claimant population, thereby reducing theadministrative costs associated with those clients. The JointAdministrators envisage paying out $1m to clients via this processin the next 4 months, compared to the overall pre-administrationclient money pool of $2.1 billion. This plan will be actionedalongside the appeal proceedings currently pending regarding thecorrect interpretation of the FSA's client money rules.

"In line with the good progress being made across theAdministration, this is a significant step to help smaller pre-administration client money claimants reach finality in theirclaims. At the same time it will materially reduce the costsassociated with dealing with client monies for the benefit of allLBIE creditors."

Information on LBIE's proposal has been posted on the PwC LBIEwebsite, which sets out further details on eligibility andinstructions for claimants on how to lodge a request forconsideration.

About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For morethan 150 years, Lehman Brothers has been a leader in the globalfinancial markets by serving the financial needs of corporations,governmental units, institutional clients and individualsworldwide.

Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008(Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petitionlisted US$639 billion in assets and US$613 billion in debts,effectively making the firm's bankruptcy filing the largest inU.S. history. Several other affiliates followed thereafter.

On September 19, 2008, the Honorable Gerard E. Lynch, Judge of theU.S. District Court for the Southern District of New York, enteredan order commencing liquidation of Lehman Brothers, Inc., pursuantto the provisions of the Securities Investor Protection Act (CaseNo. 08-CIV-8119 (GEL)). James W. Giddens has been appointed astrustee for the SIPA liquidation of the business of LBI

The Bankruptcy Court has approved Barclays Bank Plc's purchase ofLehman Brothers' North American investment banking and capitalmarkets operations and supporting infrastructure forUS$1.75 billion. Nomura Holdings Inc., the largest brokeragehouse in Japan, purchased LBHI's operations in Europe for US$2plus the retention of most of employees. Nomura alsobought Lehman's operations in the Asia Pacific for US$225 million.

International Operations Collapse

Lehman Brothers International (Europe), the principal UK tradingcompany in the Lehman group, was placed into administration,together with Lehman Brothers Ltd, LB Holdings PLC and LB UK REHoldings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann andMike Jervis, partners at PricewaterhouseCoopers LLP, have beenappointed as joint administrators to Lehman Brothers International(Europe) on September 15, 2008. The joint administrators havebeen appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.filed for bankruptcy in the Tokyo District Court on September 16.Lehman Brothers Japan Inc. reported about JPY3.4 trillion(US$33 billion) in liabilities in its petition.

LEHMAN BROTHERS: UK Administrators Gain Control of $48 Bil.-----------------------------------------------------------The Joint Administrators of Lehman Brothers International (Europe)have updated the creditor community with the issue of theirprogress report for the first 18 months of the administration.

The Administrators are pursuing the objective of maximizingrecoveries for the company's creditors. The report providesdetails of the progress made in this complex case.

Steven Pearson, Joint Administrator and partner atPricewaterhouseCoopers LLP said, "We have had an exceptionallyproductive 6 months. We have now gained control of over $48bn ofsecurities and cash to date. As advised in January, we haveimplemented a highly innovative Claim Resolution Agreement, whichhas enabled us to begin returning client assets. I expect theunsecured claim determination framework to be materially advancedover the next six months."

Commenting on the reason for the strong progress Pearson observed,"The collaboration between the Lehman staff, PwC teams and ourlegal advisers has been central to our progress. The manner inwhich the combined team has dealt with the challenges of the past6-months is reflected in our combined achievements. We are verywell positioned to deal with the ongoing challenges of thisunprecedented case."

Key achievements to date:

* The administrators have gained control of $48.6 billion of securities and cash to date, $8.6 billion of which has been dealt with in the last six months.

* A further $1.0 billion of assets have been returned to clients in the last six months, bringing the total returned through bilateral agreements to $14.3 billion. In addition, over 90% of client asset creditors signed up to the Claim Resolution Agreement and the first returns to clients under this agreement have been made (post 19 March, the bar date under the CRA) and are in addition to the $14.3 billion.

* $13.1 billion was held as cash at March 14, 2010. $13.8 billion of securities were under our control at March 14, 2010.

* LBIE has made excellent progress with affiliate companies within the Lehman Brothers group. Of particular note was a bilateral asset agreement with Lehman Brothers Japan. The Administrators have filed $217.3 billion of gross claims against affiliates to date.

* A date for proving unsecured claims against LBIE has been set for December 31, 2010.

* Administrators' costs were $57.6 million in the 6-month period. Costs in the 18 months to date represent just 0.65% of total assets controlled by the Administrators.

* The Administrators concluded a relocation of the LBIE operations from Bank Street to Canada Square in March 2010. The move will result in annual savings of over $73 million.

* Over 440 Lehman staff and contractors continue to support the LBIE administration. Lehman staff are an integral part of the management and recovery efforts.

A full-text copy of the progress report can be downloadedfrom www.pwc.co.uk/lehman/

About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For morethan 150 years, Lehman Brothers has been a leader in the globalfinancial markets by serving the financial needs of corporations,governmental units, institutional clients and individualsworldwide.

Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008(Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petitionlisted US$639 billion in assets and US$613 billion in debts,effectively making the firm's bankruptcy filing the largest inU.S. history. Several other affiliates followed thereafter.

On September 19, 2008, the Honorable Gerard E. Lynch, Judge of theU.S. District Court for the Southern District of New York, enteredan order commencing liquidation of Lehman Brothers, Inc., pursuantto the provisions of the Securities Investor Protection Act (CaseNo. 08-CIV-8119 (GEL)). James W. Giddens has been appointed astrustee for the SIPA liquidation of the business of LBI

The Bankruptcy Court has approved Barclays Bank Plc's purchase ofLehman Brothers' North American investment banking and capitalmarkets operations and supporting infrastructure forUS$1.75 billion. Nomura Holdings Inc., the largest brokeragehouse in Japan, purchased LBHI's operations in Europe for US$2plus the retention of most of employees. Nomura alsobought Lehman's operations in the Asia Pacific for US$225 million.

International Operations Collapse

Lehman Brothers International (Europe), the principal UK tradingcompany in the Lehman group, was placed into administration,together with Lehman Brothers Ltd, LB Holdings PLC and LB UK REHoldings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann andMike Jervis, partners at PricewaterhouseCoopers LLP, have beenappointed as joint administrators to Lehman Brothers International(Europe) on September 15, 2008. The joint administrators havebeen appointed to wind down the business.

Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.filed for bankruptcy in the Tokyo District Court on September 16.Lehman Brothers Japan Inc. reported about JPY3.4 trillion(US$33 billion) in liabilities in its petition.

LIPSTICK BUILDING: Nears Foreclosure by Royal Bank of Canada------------------------------------------------------------According to Lois Weiss at The New York Post, people familiar withthe matter said Royal Bank of Canada is looking to unload a $210million mortgage it holds on the tower at 885 Third Ave. -- dubbedthe Lipstick Building for its oval shape and rose color resemblinga tube of lipstick.

According to the Post, RBC's $210 million loan was provided aspart of a complex financing structure used by Israel'sMetropolitan Real Estate Investors -- led by Haim Revah and JacobAbikzer -- to pay $648.5 million for the property in 2007. Tohelp finance the deal, the Post relates, the buyers sold 79% ofthe land under the tower to SL Green, Gramercy Capital and aprivate investor for $317 million. They then got the RBC loan,which matures in 2017 and carries a 6.58% interest rate. Thebuilding pays $11 million a year to rent the land. That amount isscheduled to increase in 2012, sources said, according to thePost.

The Post relates that people familiar with the matter said thetower has seen its loan reserves depleted as owners dipped intothat cash to offset a shortfall in rent revenue.

Sources told the Post SL Green is seen as a likely contender tobuy RBC's loan given its control of the land.

According to the Post, the building's tenants include BernardMadoff, who occupied 40,000 square feet in the building on a leasethat is set to expire next year; and law firm Lathan & Watkins,which has more than 341,000 square feet in the building. Sourcestold the Post that the U.S. government currently pays for one ofthe floors, while Surge Trading, the company that bought Mr.Madoff's above-board trading operation, rents the second one. Thefloor containing the 16,000 square foot trading floor is availablefor rent at $49 a square foot.

The Post says Doug Harmon and Adam Spies at Eastdil Secured havebeen tapped to market the Lipstick Building loan and another $60million loan on 292 Madison Ave. According to the Post, Mr.Harmon did not return calls for comment and Mr. Revah could not bereached. Mr. Revah's office had no comment.

LIVE NATION: S&P Raises Corporate Credit Rating to 'B+'-------------------------------------------------------Standard & Poor's Ratings Services said it raised its ratings onBeverly Hills, Calif.-based Live Nation Inc., raising thecorporate credit rating to 'B+' from 'B'. At the same time, S&Plowered its ratings on subsidiary Ticketmaster Entertainment Inc.,lowering the corporate credit rating to 'B+' from 'BB'. S&Premoved all ratings from CreditWatch, where they were placed onFeb. 11, 2009. The rating outlook is positive.

In addition, S&P assigned its issue-level and recovery ratings toLive Nation Entertainment's $1.2 billion senior secured creditfacilities, consisting of a $300 million revolving credit facilitydue 2015, a $100 million term loan A due 2015, and a $800 millionterm loan B due 2016. S&P rated this debt at 'BB-' (one notchhigher than the 'B+' corporate credit rating on the company) witha recovery rating of '2', indicating S&P's expectation ofsubstantial (70%-90%) recovery for lenders in the event of apayment default.

"The rating reflects S&P's view of the long-term risks ofincreasing ticket industry competitiveness and low EBITDA marginof Live Nation's concert promotion business," said Standard &Poor's credit analyst Hal Diamond, "reflecting significant artistclout and operating performance sensitivity to timing of globaltours, attendance trends, and consumer and corporate discretionaryspending and tastes." In S&P's view, the company's goodcompetitive position in the live entertainment industry withmultiyear ticketing contracts does not offset those factors.

MAJESTIC STAR: Panel Now Arguing Vessels Are Real Estate--------------------------------------------------------Bill Rochelle at Bloomberg News reports that the Bankruptcy Courtwill convene a hearing on April 27 to consider the request of theOfficial Committee of Unsecured creditors for authority to suesecured lenders on a theory that the security interests in tworiverboat casinos in Gary, Indiana, are defective.

According to the report, although the Company waived the right tochallenge liens as part of an agreement for financing, MajesticStar suggested in an April 20 court filing that the judge not ruleon the motion for at least 90 days. The delay in ruling,according to the casino operator, would "allow the parties tosettle the claims."

Bill Rochelle relates the Creditors Committee is now arguing thatthe floating casinos are actually real estate and, since nomortgages were filed, the liens are invalid. The lenders counterthat the new theory has been presented late.

The Committee originally argued that the floating casinos are nolonger vessels as they are now permanently attached to land. Tohave valid security interests, the Committee had argued that liensmust have been perfected as fixtures.

About Majestic Star

The Majestic Star Casino, LLC -- aka Majestic Star Casino, akaMajestic Star -- is based in Las Vegas, Nevada. It is a whollyowned subsidiary of Majestic Holdco, LLC, which is a wholly ownedsubsidiary of Barden Development, Inc. The Company was formed onDecember 8, 1993, as an Indiana limited liability company toprovide gaming and related entertainment to the public. TheCompany commenced gaming operations in the City of Gary atBuffington Harbor, located in Lake County, Indiana on June 7,1996. The Company is a multi-jurisdictional gaming company withoperations in three states -- Indiana, Mississippi and Colorado.

The Majestic Star Casino, LLC's balance sheet at June 30, 2009,showed total assets of $406.42 million and total liabilities of$749.55 million. When it filed for bankruptcy, the Company listedup to $500 million in assets and up to $1 billion in debts.

MARSH HAWK: Asks for Court OK to Use Cash Collateral----------------------------------------------------Marsh Hawk Golf Club, LLC, and Ford's Colony Country Club, Inc.,seeks authority from the U.S. Bankruptcy Court for the EasternDistrict of Virginia to use the cash collateral securing theirobligation to their prepetition lenders.

In 2006, as part of a financing with Textron FinancialCorporation, Marsh Hawk acquired from FCCC the real property whichcomprises the Country Club and additionally acquired certain ofthe personal property associated with the Country Club. Thisfinancing (the Loan) is evidenced by that certain Promissory Notedated December 26, 2006, in the original principal amount of$18,000,000, as amended by that certain First Amendment toPromissory Note dated as of June 1, 2007 (collectively, the Note).

Based upon the representations by its counsel, PrudentialIndustrial Properties, LLC, is the assignee of a majority interestof the Loan to Marsh Hawk. The Note was originally payable toTextron, but Prudential Industrial has indicated that a majorityinterest in the underlying loan was subsequently assigned in wholeor in part by Textron to Prudential Industrial. No evidence ofthe assignment has been provided to the Debtors. Marsh Hawk alsoowes approximately $400,000 in unsecured trade debt, which is dueand payable and typically is paid in the ordinary course of itsbusiness, and approximately $250,000 in equipment leases withvarious entities.

FCCC is a non-recourse guarantor of the obligations of Marsh Hawkto Prudential Industrial under the Note and related loandocuments, having executed that certain Non-RecourseGuaranty dated as of December 26, 2006. Richard Ford executed alimited guarantee of the Note as well.

It is unclear at this point in the case the extent to whichPrudential Industrial has an interest in cash collateral. TheDebtors believe it has a security interest in the accounts andinventory of Marsh Hawk but not the accounts of FCCC. Inaddition, certain cash collateral is or will be generated by post-petition services.

Ross C. Reeves, Esq., at Willcox & Savage, P.C., the attorney forthe Debtors, explains that the Debtors need the money to fundtheir Chapter 11 case, pay suppliers and other parties. TheDebtors will use the collateral pursuant to a budget, a copy ofwhich is available for free at:

The Debtors propose to condition use of cash collateral onPrudential Industrial being granted replacement liens to the sameextent, validity and priority as the pre-petition liens in favorof Prudential Industrial.

Objection

Prudential Industrial has filed an objection to the Debtors'request to use cash collateral. Prudential Industrial wants theDebtors to prove, by a preponderance of the evidence, thatPrudential Industrial's interests are adequately protected.Prudential Industrial has also asked the Debtors to provide itwith an accounting as to what happened to approximately $400,000in net cash that was generated during February 2010.

According to the amended Disclosure Statement, on the effectivedate of the Plan, the Debtor's membership units will be issued inthe name of the Liquidating Trust.

Under the Plan, a reserve fund in the amount of $8,000 will be setaside for payment of allowed convenience claims.

The Marshalls each hold a 50% membership interest in Debtor. Onthe effective date, the interests of the Marshalls will becancelled and re-issued to the Liquidating Trust.

As reported in the Troubled Company Reporter on February 15, 2010,the Plan contemplates paying unsecured creditors who are owed morethan $100 from excess cash flow from operation of the ReorganizedDebtor's business, after certain other payments to creditors aremade. In addition, the Trustee anticipates unsecured creditorswill receive the net proceeds from the ultimate sale of theclinics. Although the amount payable to creditors is verydifficult to estimate, the Trustee anticipates there being between$1 million and $1.5 million available to pay creditors over aperiod of 24 to 60 months. The trustee estimates this will leadto a distribution of between 10%-20% (without a discount for thetime value of money) to each unsecured creditor.

Unsecured creditors owed less than $100 may either receive (1) acash payment of 20% of their claim within 30 days of the effectivedate of the Plan, or (2) receive a voucher for services equal tothe greater of 50% of their claim or $15.

The Marshall Group LLC owns and operates two medical clinics - oneclinic in Redmond, Oregon, and a second clinic in McMinnville,Oregon. The Debtor owns several parcels of real property inMcMinnville, Oregon. There is a new three-story office building,former hotel, restaurant, and 2 empty houses on the McMinnvilleComplex. The Debtor has completed construction of the first floorof its office building. It has leased space on the first floor.Construction on the second and third floors is not completed.

The company filed for Chapter 11 protection on Sept. 4, 2008(Bankr. D. Ore. Case No. 08-34585). Gary U. Scharff, Esq., atGary Underwood Scharff Law Office, in Portland, Oregon, representsthe Debtor as counsel. In its schedules, the Debtor listed totalassets of $12,559,346, and total debts of $12,913,569.

The Debtor did not file a list of its largest unsecured creditorstogether with its petition.

The petition was signed by Kenneth Frank, manager.

MERIDIAN RESOURCE: Fortis Extends Forbearance Until May 7---------------------------------------------------------The Meridian Resource Corporation and certain of its subsidiarieshave entered into a Twelfth Amendment to Forbearance and AmendmentAgreement, dated as of April 15, 2010, with Fortis Capital Corp.,as administrative agent, and the several banks, financialinstitutions and other entities from time to time parties to theAmended and Restated Credit Agreement, dated as of December 23,2004, as amended, among The Meridian Resource Corporation, FortisCapital Corp., as administrative agent.

The Twelfth Forbearance Amendment, among other things, extends toMay 7, 2010, from April 15, 2010 the date on which the FortisForbearance Agreement will terminate if the Company has not thenreceived shareholder approval for the proposed merger with AltaMesa Holdings, LP.

On April 7, 2010, Meridian Resource, Alta Mesa Holdings, and AltaMesa Acquisition Sub LLC entered into the First Amendment toAgreement and Plan of Merger. Alta Mesa raised its offer pricefor the outstanding common stock of Meridian to $0.33 per sharefrom $0.29 per share in cash, a 14% increase over its prior offerprice and a 23% premium over the closing price of Meridian stockon April 7, 2010. The merger agreement was not amended in anyother respect.

The special meeting of Meridian Resource's shareholders will bereconvened on April 28, 2010, at 3:00 p.m. Central Time in theauditorium in Fulbright Tower, 1301 McKinney, Houston, Texas. Therecord date for shareholders entitled to vote at the meetingremains February 8, 2010.

Under the Twelfth Forbearance Amendment, the Company was requiredto pay its Lenders an amendment fee of approximately $207,500.The Twelfth Forbearance Amendment also accelerates by six days thedue date for the scheduled May 2010 principal payment required bythe Fortis Forbearance Agreement.

Meridian has hired bankruptcy counsel to prepare for a possiblebankruptcy filing in the event its planned merger with Alta MesaHoldings, LP is not consummated.

About Meridian Resource

Based in Houston, Texas, The Meridian Resource Corporation(NYSE:TMR) -- http://www.tmrc.com/-- is an independent oil and natural gas company engaged in the exploration, exploitation,acquisition and development of oil and natural gas in Louisiana,Texas, and the Gulf of Mexico. Meridian has access to anextensive inventory of seismic data and, among independentproducers, is a leader in using 3-D seismic and other technologiesto analyze prospects, define risk, target and complete high-potential wells for exploration and development. Meridian has afield office in Weeks Island, Louisiana.

MERIDIAN RESOURCE: Initial Payment Under Shell Oil Deal Extended----------------------------------------------------------------The Meridian Resource Corporation on January 11, 2010, enteredinto a Compromise and Settlement Agreement with Shell Oil Companyand SWEPI LP regarding indemnity claims made by Shell under twoacquisition agreements related to certain fields the Companyacquired from Shell in the late 1990s. On April 15, 2010, theCompany and Shell entered into the Second Amendment to Compromiseand Settlement Agreement that extended the date for conveyance ofcertain property and the date for payment of the first of fiveannual payments of $1 million each to the earlier of July 1, 2010,or the closing of a sale of the assets or equity interest in theCompany to a third party -- the transactions contemplated by theproposed merger with Alta Mesa Holdings, LP qualifies as such asale transaction.

About Meridian Resource

Based in Houston, Texas, The Meridian Resource Corporation(NYSE:TMR) -- http://www.tmrc.com/-- is an independent oil and natural gas company engaged in the exploration, exploitation,acquisition and development of oil and natural gas in Louisiana,Texas, and the Gulf of Mexico. Meridian has access to anextensive inventory of seismic data and, among independentproducers, is a leader in using 3-D seismic and other technologiesto analyze prospects, define risk, target and complete high-potential wells for exploration and development. Meridian has afield office in Weeks Island, Louisiana.

At December 31, 2009, the Company had total assets of $183,130,000against total current liabilities of $119,913,000 and other debtof $22,473,000, resulting in stockholders' equity of $40,744,000.

In its April 15, 2010 report, BDO Seidman, LLP in Houston, Texas,said at December 31, 2009, the Company was in violation of certaindebt covenants resulting in the default on its revolving creditand other debt agreements, which raise substantial doubt about theCompany's ability to continue as a going concern.

MERIDIAN RESOURCE: Reports $72,636,000 Net Loss for 2009--------------------------------------------------------The Meridian Resource Corporation has filed with the Securitiesand Exchange Commission its annual report on Form 10-K for thefiscal year ended December 31, 2009.

Meridian reported a net loss of $72,636,000 for 2009 from a netloss of $209,886,000 for 2008 and net income of $7,137,000 for2007. Revenues were $89,254,000 for 2009 from $149,165,000 for2008 and $152,178,000 for 2007.

Meridian recorded a net loss in the fourth quarter 2009 of$9,445,000 or $0.10 per share compared to net loss of$214,987,000, or $2.33 per share for the fourth quarter of 2008.

At December 31, 2009, the Company had total assets of $183,130,000against total current liabilities of $119,913,000 and other debtof $22,473,000, resulting in stockholders' equity of $40,744,000.

In its April 15, 2010 report, BDO Seidman, LLP in Houston, Texas,said at December 31, 2009, the Company was in violation of certaindebt covenants resulting in the default on its revolving creditand other debt agreements, which raise substantial doubt about theCompany's ability to continue as a going concern.

About Meridian Resource

Based in Houston, Texas, The Meridian Resource Corporation(NYSE:TMR) -- http://www.tmrc.com/-- is an independent oil and natural gas company engaged in the exploration, exploitation,acquisition and development of oil and natural gas in Louisiana,Texas, and the Gulf of Mexico. Meridian has access to anextensive inventory of seismic data and, among independentproducers, is a leader in using 3-D seismic and other technologiesto analyze prospects, define risk, target and complete high-potential wells for exploration and development. Meridian has afield office in Weeks Island, Louisiana.

METALS USA: Registers 5 Million Shares Under Incentive Plans------------------------------------------------------------Metals USA Holdings Corp. filed with the Securities and ExchangeCommission a Form S-8 Registration Statement under the SecuritiesAct of 1933 to register:

-- 2,614,650 shares of common stock issuable under the Company's 2010 Long-Term Incentive Plan; and

Based in Houston, Texas, Metals USA Holdings Corp. --http://www.metalsusa.com/-- provides a wide range of products and services in the heavy carbon steel, flat-rolled steel, non-ferrousmetals, and building products markets.

Metals USA reported $627.8 million in total assets and$671.5 million in total liabilities, resulting to a stockholders'deficit of $43.7 million as of December 31, 2009.

* * *

As reported by the Troubled Company Reporter on April 14, 2010,Moody's Investors Service upgraded its ratings for Metals USAHoldings and assigned a stable rating outlook to the NorthAmerican metal distributor. MUSA Holdings' corporate familyrating was raised to B2 from B3 and the rating on the 11.125%notes issued by its subsidiary Metals USA Inc. was raised to B3from Caa1.

The TCR on April 13, 2010, said Standard & Poor's Ratings Servicesraised its ratings on Metals USA Holdings and its wholly ownedsubsidiary, Metals USA Inc., to 'B-' from 'CCC+'.

METALS USA: To Redeem Senior Floating Rate Toggle Notes Due 2012----------------------------------------------------------------Metals USA Holdings Corp. on April 14, 2010, called for redemptionall of its outstanding Senior Floating Rate Toggle Notes due 2012,representing an aggregate principal amount of approximately$169.6 million. The redemption price of the Notes is 100% of theoutstanding aggregate principal amount, plus accrued and unpaidinterest thereon to but not including May 14, 2010. The 2007Notes will be redeemed on the Redemption Date.

The 2007 Notes were issued and the redemption will be effectedpursuant to the provisions of the Indenture, dated as of July 10,2007, between Metals USA, as Issuer, and Wells Fargo Bank, N.A.,as Trustee. None of the 2007 Notes will remain outstanding afterthe Redemption Date. Metals USA did not and will not incur anyearly termination penalties in connection with the redemption ofthe 2007 Notes. Metals USA will use the net proceeds of theinitial public offering of its common stock to finance theredemption. Metals USA anticipates that the aggregate cashpayment for the redemption, including accrued and unpaid interest,will be approximately $171 million.

On April 14, 2010, Metals USA consummated the initial publicoffering of its common stock, par value $0.01 per share. MetalsUSA on April 8, 2010, held the initial public offering of11,426,315 shares of its common stock, at $21.00 per share. Theunderwriters were granted a 30-day option to purchase up to1,713,947 additional common shares on a pro rata basis from theselling stockholders at the initial public offering price.

Based in Houston, Texas, Metals USA Holdings Corp. --http://www.metalsusa.com/-- provides a wide range of products and services in the heavy carbon steel, flat-rolled steel, non-ferrousmetals, and building products markets.

Metals USA reported $627.8 million in total assets and$671.5 million in total liabilities, resulting to a stockholders'deficit of $43.7 million as of December 31, 2009.

* * *

As reported by the Troubled Company Reporter on April 14, 2010,Moody's Investors Service upgraded its ratings for Metals USAHoldings and assigned a stable rating outlook to the NorthAmerican metal distributor. MUSA Holdings' corporate familyrating was raised to B2 from B3 and the rating on the 11.125%notes issued by its subsidiary Metals USA Inc. was raised to B3from Caa1.

The TCR on April 13, 2010, said Standard & Poor's Ratings Servicesraised its ratings on Metals USA Holdings and its wholly ownedsubsidiary, Metals USA Inc., to 'B-' from 'CCC+'.

MIRAMAX FILMS: Mark Cuban Is No Keen on Weinstein Deal------------------------------------------------------Bloomberg News' Brett Pulley in New York reports that Mark Cuban,the billionaire owner of the National Basketball Association'sDallas Mavericks team, said he wasn't sure if he would support aWeinstein Co. deal to acquire Miramax Films.

"I am having some issues with the Weinstein Co. right now," Mr.Cuban said in an e-mail, without providing details, according toBloomberg. "Bob and Harvey have historically worked with ourcompanies to resolve these issues. I'm hoping the same applieshere. If not, my position will certainly change."

"I haven't made up my mind yet and have my lawyers pullingtogether all the information," Bloomberg quoted Mr. Cuban assaying. "We have some disputes. So while I'm optimistic we canget them settled, we may have to interject ourselves in the deallegally."

As reported by The Troubled Company Reporter on April 22, 2010,The Wall Street Journal's Ethan Smith and Lauren A.E. Schuker,citing people familiar with the matter, said Weinstein over theweekend moved closer to acquiring Miramax from The Walt Disney Co.According to the TCR, sources told the Journal that lawyers forboth sides worked through the weekend to try to finalize a deal.The Journal said the Weinsteins have offered roughly $600 millionfor Miramax. According to the Journal, the Weinstein bid isbacked in large part by Los Angeles billionaire Ron Burkle,founder of Yucaipa Cos.

Bloomberg reports that two people with knowledge of the talks saidWeinsteins and Yucaipa are close to acquiring Miramax for $625million.

Bloomberg relates that, according to Dani Weinstein, a companyspokeswoman, the dispute involves the 2009 release "The Road,"which did not do well in ticket sales. Bloomberg says that,according to researcher Box Office Mojo, the film -- produced for$25 million -- took in $23.9 million in worldwide ticket sales.

According to Bloomberg, Mr. Weinstein said in an e-mail, "Ourboard is completely up to speed and supportive with regards to ourconversations concerning Miramax."

Bloomberg also notes that Richard Koenigsberg, a director atWeinstein Co., said in an e-mailed statement the disagreement withMr. Cuban is over the number of theaters that showed "The Road."According to Bloomberg, Mr. Koenigsberg said Weinstein Co.'s boardbacks the efforts with Mr. Burkle on Miramax.

Bloomberg also reports that one source said Alec Gores and TomGores, billionaires who each run Los Angeles-based private equitycompanies, have raised their bid above the $550 million originallyoffered. They are being advised by their brother Sam Gores, ownerof Paradigm Talent Agency in Beverly Hills, California, Bloombergsays.

Bloomberg also relates that Hollywood film producer DavidBergstein has also offered about $650 million, according to twopeople with knowledge of the bid. Mr. Bergstein is advising a"well-capitalized offshore entity" on a Miramax bid, his PangeaMedia Group said April 8, Bloomberg relates.

As reported by the Troubled Company Reporter on March 3, 2010, TheDeal's Richard Morgan said Lions Gate Entertainment Corp. wastipped to acquire Miramax for between $300 million and $500million.

Brothers Bob and Harvey Weinstein founded Miramax in 1979 andnamed it for their parents, Max and Miriam Weinstein. TheWeinsteins sold the film outfit to Disney in 1993 and left in 2005to start their current film studio.

About Miramax

Miramax Films -- http://www.miramax.com/-- is the art- house/independent film division of The Walt Disney Company, andacts as both producer and distributor for its own films or foreignfilms. Disney acquired Miramax in 1993 from the Weinsteinbrothers, who continued to oversee the outfit until 2005, whenthey left to found the Weinstein Company.

Citing The New York Times and The Wall Street Journal, theTroubled Company Reporter on February 2, 2010, reported that WaltDisney has been seeking buyers for its Miramax film unit. BrooksBarnes at The New York Times, citing a mergers and acquisitionsexpert with knowledge of the process, said Disney has attractedseven to 10 interested bidders. According to New York Times'source, the initial discussions indicate a price of more than $700million for the Miramax name and its 700-film library.

The Wall Street Journal's Ethan Smith said Disney has beengradually dismantling Miramax's filmmaking capacity for some time,laying off staff and executives. In January, Disney closedMiramax's offices and dismissed the majority of its remainingpersonnel.

MORTGAGE GUARANTY: Moody's Affirms 'Ba3' Insurance Strength Rating------------------------------------------------------------------Moody's Investors Service has affirmed the Ba3 insurance financialstrength rating of Mortgage Guaranty Insurance Corp and MGICIndemnity Corporation and changed their outlook to positive fromnegative. Moody's has also placed the debt ratings of the holdingcompany, MGIC Investment Corporation, under review for possibleupgrade.

The rating action was prompted by MGIC Investment Corporation'sannounced public offering of $700 million of equity and$300 million of convertible senior notes due 2017. The proceedsof the offering have been slated for general corporate purposesincluding the repayment of $78.4 million of senior notes due in2011, improving holding company liquidity and enhancing MGIC'scapital and business profile, said Moody's. MGIC announced thatthe transaction priced.

Moody's added that the positive ratings outlook on the insurancecompanies reflect the group's improving financial and businessprofile as a result of the announced equity and debt issuance.The improved liquidity and capital adequacy profile of the groupshould help MGIC strengthen its market position and benefit fromattractive new mortgage insurance production. MGIC's recentmarket share and new business volume decline reflected the loss ofa major customer, the encroachment of the FHA as a competitor, anda focus on capital preservation.

MGIC's 1Q2010 results showed some evidence that delinquency trendscontinue to improve as both new delinquency notices and delinquentinventory declined. These trends are broadly consistent withMoody's February 2010 estimate of $11.3 billion in future claimswhich incorporated recent observations that new delinquencies mayhave peaked. Despite these positives, the relatively weak capitaladequacy profile of the firm and prolonged uncertainty regardingthe medium term prospects for mortgage insurance continues toweigh heavily on the company's overall credit profile.

The review of the holding company's ratings for possible upgradereflects its substantially improved liquidity and the eliminationof near term refinancing risks. Moody's anticipates that asizeable portion of the proceeds of the offerings will be retainedat the holding company to meet debt service obligations and otherliquidity needs while the insurance companies remain unable toupstream dividends. The rating review will focus on the firm'splanned use of the proceeds and resulting holding companyresources. Strong holding company liquidity could warrant a threenotch differential between the holding company and insurancecompany ratings, as opposed to the traditional four notchdifference for below investment grade insurance companies. Thistransaction has also been a barometer of the company's financialflexibility and its ability to successfully access the publicmarkets, said the rating agency.

The last rating action on Mortgage Guaranty Insurance Corporationoccurred on February 4, 2010, when MGIC's ratings were downgraded,with a negative outlook.

MGIC Investment Corporation, headquartered in Milwaukee,Wisconsin, is the holding company for Mortgage Guaranty InsuranceCompany, one of the largest US mortgage insurers with $207 billionof primary insurance in force at March 31, 2010.

MPM TECHNOLOGIES: Reports $1,563,759 Net Loss for 2009------------------------------------------------------MPM Technologies, Inc., filed with the Securities and ExchangeCommission its annual report on Form 10-K for the fiscal yearended December 31, 2009. The Company reported a net loss of$1,563,759 for 2009 from a net loss of $1,717,511 for 2008. Totalrevenues were $558,444 for 2009 from $567,343 for 2008.

As of December 31, 2009, the Company had total assets of$1,224,484 against total liabilities, all current, of $14,468,674,resulting in stockholders' deficit of $13,244,190.

In its April 15, 2010 report, Rosenberg Rich Baker Berman &Company in Somerset, New Jersey, noted that the Company has notbeen able to generate any significant revenues and has a workingcapital deficiency of $14,453,054 at December 31, 2009. Theseconditions raise substantial doubt about the Company's ability tocontinue as a going concern without the raising of additional debtor equity financing to fund operations.

Headquartered in Parsippany, N.J., MPM Technologies Inc.(OTC BB: MPML) -- http://www.mpmtech.com/-- operates through its three wholly owned subsidiaries: AirPol Inc., NuPower Inc. and MPMMining Inc. During the year ended Dec. 31, 2007, AirPol was theonly revenue generating entity. AirPol operates in the airpollution control industry. It sells air pollution controlsystems to companies in the United States and worldwide.

The company through its wholly owned subsidiary NuPower is engagedin the development and commercialization of a waste-to-energyprocess known as Skygas. These efforts are through NuPower'sparticipation in NuPower Partnership, in which MPM has a 58.21%partnership interest. NuPower Partnership owns 85% of the SkygasVenture. In addition to its partnership interest through NuPowerInc., MPM also owns 15% of the Venture.

NATIONAL COAL: Completes Sale of Assets---------------------------------------National Coal Corp. has finalized its agreement to sell a portionof its assets located on the New River Tract in Eastern Tennesseefor $11.8 million to Ranger Energy Investments, LLC, a companycontrolled by Jim Justice. National Coal received a portion ofthe purchase price in cash and the buyer assumed approximately$6.6 million of accounts payable the Company owed to an affiliateof Ranger Energy. In addition, Ranger Energy leased a portion ofthe Company's coal reserves located on the New River Tract. TheCompany also received from Ranger Energy the return ofapproximately $1.9 million in cash that was previously pledged tosecure reclamation bonds and other liabilities associated with theNew River Tract operation.

The assets sold include the Baldwin preparation plant, the activeunderground mine number 5A, coal inventories located on theproperty, and the idled surface mine number 3, along with theassociated permits and certain liabilities. Additionally, thecoal mineral rights on approximately 22,000 acres were leased toRanger Energy for a royalty, which ranges from 6% to 8% ofapplicable revenues.

Prior to the closing of the asset sale, Ranger Energy purchasedfrom Centaurus Energy Master Fund, LP $30.3 million of theCompany's 10.5% senior secured notes due 2010 and the Company's$5 million short-term revolving credit facility, of which$4.5 million had been drawn.

"The Company used the majority of the proceeds from thistransaction for payment on our outstanding accounts payable andequipment debt, and to pay the $4.5 million outstanding balanceowed on the short-term credit facility," said Daniel A. Roling,President and CEO. "In so doing, the Company returned accountspayable to a more current status and terminated the short-termcredit facility. These actions cured our default under the creditfacility.

"We will continue to focus on ways to reduce our expenses andoutstanding debt. In addition, we will continue to pursuestrategic transactions that will enable us to repay our$42 million in public debt which matures in December 2010,"continued Mr. Roling.

National Coal's continuing operations in Tennessee include thecoal mineral and mining rights to approximately 57,000 acres ofland, along with mining complexes that include one activeunderground mine and one active surface mine. In addition,National Coal continues to own and operate one preparation plantand one unit train loading facility served by the Norfolk SouthernRailroad.

About National Coal Corp.

Headquartered in Knoxville, Tenn., National Coal Corp. --http://www.nationalcoal.com-- through its wholly owned subsidiary, National Coal Corporation, is engaged in coal miningin East Tennessee. Currently, National Coal employs about 220people. National Coal sells steam coal to electric utilities andindustrial companies in the Southeastern United States.

NEW CENTURY COS: Reports $14,920,862 Net Loss for 2009------------------------------------------------------New Century Companies, Inc., filed with the Securities andExchange Commission its annual report on Form 10-K for the fiscalyear ended December 31, 2009. The Company reported a net loss of$14,920,862 for 2009 from net income of $2,181,392 for 2008.Contract revenues were $3,726,431 for 2009 from $4,822,026 for2008.

At December 31, 2009, the Company had total assets of $5,443,348against total liabilities, all current, of $10,167,691, resultingin stockholders' deficit of $4,724,343.

As of December 31, 2009, the Company has an operating loss of$2,441,821, an accumulated deficit of $26,839,000, working capitaldeficit of $9,491,000 and had events of default on its debt withCAMOFI Master LDC and CAMHZN Master LDC.

In its April 15, 2010 report, KMJ Corbin & Company LLP in CostaMesa, California, raised substantial doubt about the Company'sability to continue as a going concern.

The Company intends to fund operations through anticipatedincreased sales which management believes may be insufficient tofund its capital expenditures, working capital and other cashrequirements for the year ending December 31, 2009. Therefore, theCompany will be required to seek additional funds to finance itslong-term operations in the form of debt and equity financingwhich the Company believes is available to it. The successfuloutcome of future activities cannot be determined at this time andthere is no assurance that if achieved, the Company will havesufficient funds to execute its intended business plan or generatepositive operating results.

Although there are near-term market uncertainties, the long-termoutlook for the aircraft industry is positive due to thefundamental drivers of air travel growth. Based on long-termglobal economic growth projections, and factoring in increasedutilization of the worldwide airplane fleet and requirements toreplace older airplanes, a $3.2 trillion market for 29,000 newairplanes is projected over the next 20 years.

Because many of the Company's machines and parts are ultimatelyused for the U.S. Military, the national defense budget andprocurement funding decisions drive demand for business. The U.S.Department of Defense budget has been increasing over the past fewyears, and government spending requirements for procurement,operations and maintenance for 2010 and beyond will continue to beaffected by the global war on terrorism and the related fiscalconsequences of war.

"The Company's business strategy is to develop and maintainpositions of technical leadership in the aerospace and defensemarkets, to grow the amount of content and volume of product soldto those markets, and to selectively acquire businesses withsimilar technical capabilities," said President Michael Cabral."There is unmet demand and a backlog of orders for many supplierswithin the aerospace and defense industries, which we believerepresents a substantial opportunity for growth."

About New Century Cos.

New Century Companies, Inc. -- http://www.USAerospace.com/-- is a publicly traded aerospace company based in Southern California.The Company is an emerging world class supplier of aircraftassemblies, structural components, and highly engineered,precision machined details for the United States Department ofDefense, United States Air Force, Lockheed Martin Corporation(NYSE: LMT), The Boeing Company (NYSE: BA), L-3 CommunicationsHoldings, Inc. (NYSE: LLL), the Middle River Aircraft Systemssubsidiary of General Electric Company (NYSE: GE), and otheraircraft manufacturers and defense contractors. The Company isalso a leading manufacturer and remanufacturer of specializedaircraft machining tools, including vertical boring mills andlarge Vertical Turning Centers used to manufacture the largest jetengines, airplane landing gear and other precision components.The Company has offices and production facilities in Santa FeSprings and Rancho Cucamonga, California.

NEW ENERGY SYSTEMS: Reports $5,837,395 Net Income for 2009----------------------------------------------------------New Energy Systems Group has filed with the Securities andExchange Commission its annual report on Form 10-K for the fiscalyear ended December 31, 2009.

The Company reported net income of $5,837,395 for 2009 from netincome of $4,451,072 for 2008. Revenues were $26,375,890 for 2009from $19,716,408 for 2008.

As of December 31, 2009, the Company had total assets of$53,380,185 against total Liabilities of $13,386,862, resulting instockholders' equity of $39,993,323.

In its quarterly report on Form 10-Q, the Company said it believesit has sufficient cash to continue its current business throughSeptember 30, 2010, due to expected increased sales revenue andnet income from operations. "However we have suffered recurringlosses in the past and have a large accumulated deficit. Theseconditions raise substantial doubt about the Company's ability tocontinue as a going concern," the Company said.

The Company has taken certain restructuring steps to provide thenecessary capital to continue its operations. These stepsincluded 1) acquire profitable operations through issuance ofequity instruments, and 2) to continue actively seeking additionalfunding and restructure the acquired subsidiaries to increaseprofits and minimize the liabilities.

With offices in New York and Shenzhen, China, New Energy SystemsGroup (OTCBB: NEWN) -- http://www.chinadigitalcommunication.com/-- manufactures and distributes lithium ion batteries. Thecompany assembles and distributes finished batteries through itssales network and channel partners. The company also sells high-quality lithium-ion battery shell and cap products to majorlithium-ion battery cell manufacturers in China. The company'sproducts are used to power mobile phones, MP3 players, laptops,digital cameras, PDAs, camera recorders and other consumerelectronic digital devices.

This concludes the Troubled Company Reporter's coverage of NewEnergy Systems until facts and circumstances, if any, emerge thatdemonstrate financial or operational strain or difficulty at alevel sufficient to warrant renewed coverage.

NEXTSAR BROADCASTING: Gets Requisite Consent to Solicit PIK NOTE----------------------------------------------------------------Nexstar Broadcasting Group Inc. said that its subsidiary NexstarBroadcasting Inc. has received, pursuant to its cash tender offerand consent solicitation for any and all of the outstanding 13%Senior Subordinated Payment-In-Kind Notes due 2014, the requisiteconsents to adopt proposed amendments to the indenture, assupplemented, under which the Notes were issued that would, amongother things, eliminate substantially all restrictive covenantsand certain event of default provisions.

Nexstar Broadcasting announced that consents had been deliveredwith respect to $34,337,174 million of the Notes , which Notes hadbeen validly tendered and not validly withdrawn as of 5:00 p.m.,New York City time, on April 16, 2010. In conjunction withreceiving the requisite consents, Nexstar Broadcasting and TheBank of New York Mellon, as trustee, executed a secondsupplemental indenture with respect to the indenture, assupplemented, under which the Notes were issued effecting certainamendments that would, among other things, eliminate substantiallyall restrictive covenants and certain event of default provisions.The second supplemental indenture will not became operative uponacceptance of the Notes for purchase by Nexstar Broadcastingpursuant to the terms and conditions described in the Statement.

The tender offer and consent solicitation are being made upon theterms and subject to the conditions set forth in the related Offerto Purchase and Consent Solicitation Statement dated April 5,2010. Holders who validly tendered their Notes and deliveredtheir consents on or prior to the Consent Payment Deadline areeligible to receive the applicable Total Consideration. AHolder's right to validly withdraw tendered Notes and validlyrevoke delivered consents expired on the Consent Payment Deadline.

Nexstar Broadcasting's obligation to accept for purchase and topay for the Notes validly tendered and not validly withdrawn andconsents validly delivered, and not validly revoked, pursuant tothe tender offer and consent solicitation, was subject to andconditioned upon the satisfaction of or, where applicable, NexstarBroadcasting's waiver of, certain conditions, including:

a) the execution by Nexstar Broadcasting and the trustee of the second supplemental indenture implementing the amendments following receipt of the requisite consents;

b) consummation of the refinancing of the existing senior secured credit facility of Nexstar Broadcasting and consummation of the proposed offering of senior secured second lien notes due 2017 to be issued by Nexstar Broadcasting and Mission Broadcasting, Inc. on terms satisfactory to Nexstar Broadcasting; and

c) satisfaction of the other conditions set forth in the Statement.

As of April 19, 2010, each of these conditions has been satisfiedand the Notes validly tendered and not validly withdrawn as of theConsent Payment Deadline were accepted for purchase by NexstarBroadcasting.

Holders who validly tendered their Notes on or prior to theConsent Payment Deadline received total consideration equal to$1,045.00 per $1,000 principal amount of the Notes, plus anyaccrued and unpaid interest on the Notes up to, but not including,the first settlement date. The Total Consideration includes aconsent payment of $30.00 per $1,000 principal amount of theNotes.

Holders who validly tender their Notes after the Consent PaymentDeadline, but on or prior to Midnight, New York City time, onApril 30, 2010, unless extended or earlier terminated by NexstarBroadcasting, and whose Notes are accepted for payment, willreceive the tender consideration equal to $1,015.00 per $1,000principal amount of the Notes, plus any accrued and unpaidinterest on the Notes up to, but not including, the finalsettlement date. Holders of Notes who tender after the ConsentPayment Deadline will not receive a Consent Payment.

Any Notes not tendered and purchased pursuant to the tender offerwill remain outstanding and the holders thereof will be bound bythe amendments contained in the second supplemental indentureeliminating substantially all restrictive covenants and certainevent of default provisions in the indenture even though they havenot consented to the amendments.

About Nexstar Broadcasting Group

Irving, Texas-based Nexstar Broadcasting Group Inc. currentlyowns, operates, programs or provides sales and other services to62 television stations in 34 markets in the states of Illinois,Indiana, Maryland, Missouri, Montana, Texas, Pennsylvania,Louisiana, Arkansas, Alabama, New York, Rhode Island, Utah andFlorida. N exstar's television station group includes affiliatesof NBC, CBS, ABC, FOX, MyNetworkTV and The CW and reachesapproximately 13 million viewers or approximately 11.5% of allU.S. television households.

Nexstar Broadcasting Group's balance sheet for December 31, 2009,showed $619.8 million in total assets and $796.0 million in totalliabilities, resulting in a $176.2 million stockholders' deficit.

* * *

According to the Troubled Company Reporter on April 8, 2010,Standard & Poor's Ratings Services affirmed its ratings on NexstarBroadcasting Group Inc., including the 'B-' corporate creditrating. The rating outlook is positive.

NEXTMEDIA OPERATING: Moody's Puts 'B3' Corporate Family Rating--------------------------------------------------------------Moody's Investors Service assigned a B3 Corporate Family Ratingand a B3 Probability of Default Rating to NextMedia Operating,Inc., as well as a Ba3 rating to its proposed $10 millionrevolving credit facility and a B3 rating to its proposed$135 million second lien term loan. NextMedia plans to use netproceeds from the credit facilities combined with cash from itsnew equity sponsors to settle existing claims from its December2009 bankruptcy filing.

NextMedia's B3 CFR incorporates its high leverage (approximately5.8 times debt-to-EBITDA based on LTM 12/31/09 results and theproposed debt structure), which poses challenges for managing abusiness vulnerable to advertising spending cycles. The smallsize (annual revenue approximately $75 million) also constrainsthe rating. Strong margins, expectations for positive free cashflow, and leading positions in most markets support the rating.Both radio and outdoor advertising face fragmentation risk asadvertisers diversify their spending across increasing mediaoptions, although outdoor advertising offers better long termgrowth prospects than radio, in Moody's opinion. Moody'santicipates low single digit consolidated revenue growth forNextMedia in 2010, with modest growth in radio advertising but alag in outdoor as some recessionary contracts set at lower pricesexpire.

The stable outlook assumes that NextMedia maintains leverage below6.5 times debt-to-EBITDA and generates positive free cash flow,and that the proposed facility provides good liquidity withadequate cushion under all financial covenants.

NextMedia Operating, Inc., owns and operates radio stations in 10mid-sized and suburban markets and outdoor displays in 5 markets.

"Today's announcement is a positive step forward in securing asound future for the LG-Nortel business and its valued customers,"said Paul House, Chairman and General Manager, LG-Nortel, in anApril 20 statement. "Credit is due to the employees of LG-Nortelwho have built this Joint Venture into a world class, profitablebusiness."

The Agreement is subject to approval of the Ontario Superior Courtof Justice as well as satisfaction of customary regulatory andother conditions.

Nortel does not expect that the Company's common shareholders orthe NNL preferred shareholders will receive any value from thecreditor protection proceedings and expects that the proceedingswill result in the cancellation of these equity interests.

Ericsson previously bought Nortel's primary wireless carrierbusiness for $1.13 billion. It was also part of a group that madethe $103 million high bid for Nortel's so-called GSM business.

About LG-Nortel

LG-Nortel -- http://www.lg-nortel.com/-- is a joint venture of LG Electronics and Nortel. Established in 2005, LG-Nortel providesleading edge telecommunications equipment and network solutions,spanning wired and wireless technologies to service provider andenterprise customers in Korea and around the world. LG-Nortel isalso actively developing next generation solutions for globalmarkets, with over 750 skilled R&D engineers currently focused onwireless broadband technology evolution and the development ofpowerful new product lines.

About Nortel Networks

Nortel Networks (OTCBB:NRTLQ) -- http://www.nortel.com/-- delivers communications capabilities. The Company's next-generation technologies, for both service provider and enterprisenetworks, support multimedia and business-critical applications.Nortel's technologies are designed to help eliminate the barriersto efficiency, speed and performance by simplifying networks andconnecting people to the information they need, when they need it.

Nortel Networks Corp., Nortel Networks Inc., and other affiliatedcorporations in Canada sought insolvency protection under theCompanies' Creditors Arrangement Act in the Ontario Superior Courtof Justice (Commercial List). Ernst & Young was appointed toserve as monitor and foreign representative of the Canadian NortelGroup.

The Monitor sought recognition of the CCAA Proceedings in the U.S.by filing a bankruptcy petition under Chapter 15 of the U.S.Bankruptcy Code (Bankr. D. Del. Case No. 09-10164). Mary Caloway,Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll & RooneyPC, in Wilmington, Delaware, serves as the Chapter 15 petitioner'scounsel.

Certain of Nortel's European subsidiaries also made consequentialfilings for creditor protection. The Nortel Companies related ina press release that Nortel Networks UK Limited and certainsubsidiaries of the Nortel group incorporated in the EMEA regionhave each obtained an administration order from the English HighCourt of Justice under the Insolvency Act 1986. The applicationswere made by the EMEA Subsidiaries under the provisions of theEuropean Union's Council Regulation (EC) No. 1346/2000 onInsolvency Proceedings and on the basis that each EMEASubsidiary's centre of main interests is in England. Under theterms of the orders, representatives of Ernst & Young LLP havebeen appointed as administrators of each of the EMEA Companies andwill continue to manage the EMEA Companies and operate theirbusinesses under the jurisdiction of the English Court and inaccordance with the applicable provisions of the Insolvency Act.

Several entities, particularly, Nortel Government SolutionsIncorporated have material operations and are not part of thebankruptcy proceedings.

As of September 30, 2008, Nortel Networks Corp. reportedconsolidated assets of US$11.6 billion and consolidatedliabilities of US$11.8 billion. The Nortel Companies' U.S.businesses are primarily conducted through Nortel Networks Inc.,which is the parent of majority of the U.S. Nortel Companies. Asof September 30, 2008, NNI had assets of about US$9 billion andliabilities of US$3.2 billion, which do not include NNI'sguarantee of some or all of the Nortel Companies' aboutUS$4.2 billion of unsecured public debt.

NutraCea determined that it would record in the fourth quarter of2009 approximately $1.6 million in non-cash charges of impairmentrelated to the trademark assets. NutraCea does not expect to berequired to make any future cash expenditures as a result of thisimpairment.

At the closing, Manna Pro and NutraCea entered into an exclusivesupply agreement under which NutraCea will be the exclusivesupplier of SRB to Manna Pro for the product lines associated withthe purchased assets. All products sold by Manna Pro under thetrademarks being purchased will be co-branded with a NutraCea SRBlogo.

W. John Short, Chairman and CEO, commented, "We believe the saleof these equine brands to Manna Pro and our exclusive, co-brandedsupply arrangement is a win-win for both of our companies. MannaPro's larger sales force and distribution organization has theability to increase sales for these brands, which should result inincreased bulk sales of SRB for NutraCea. We look forward toworking closely with the Manna Pro team to support the growth ofthese brands."

On November 10, 2009 NutraCea filed for court supervisedprotection to restructure its operation under Chapter 11 of the USBankruptcy Code. About NutraCea

NutraCea is a world leader in production and utilization ofstabilized rice bran. NutraCea holds many patents for stabilizedrice bran (SRB) production technology and proprietary productsderived from SRB. NutraCea's proprietary technology enables thecreation of food and nutrition products to be unlocked from ricebran, normally a waste by-product of standard rice processing.

ORLEANS HOMEBUILDERS: Has $120 Million DIP Credit Facility----------------------------------------------------------Orleans Homebuilders, Inc., has executed a $120 million debtor-in-possession credit facility which will provide a $40 millionrevolving line of credit, including up to $25 million of cashfunding and up to $15 million of letters of credit capacity. TheCompany intends to use the proceeds of the financing for, amongother things, its ordinary course business expenses, includinghousing restarts and closings. The remaining $80 million of theDIP Credit Facility represents a roll up of a portion of the pre-petition credit agreement debt of certain of the pre-petitionlenders.

Regarding the approval and closing of the DIP Facility, MitchellB. Arden, a Managing Director and Shareholder of PhoenixManagement who has been serving as Orleans' Chief RestructuringOfficer since March 4, 2010, stated: "I am very pleased that wehave reached this pivotal event in the tenancy of Orleans'bankruptcy process and would like to thank all of the Company'semployees, attorney's, advisors, and lenders who participated inthe process of closing this final DIP facility. This newfinancing provides Orleans with the ability to move forward withits housing restarts and home closings and enables us to serve theCompany's contractors, vendors, customers, and employees duringthis critical time."

The Company and most of its operating subsidiaries filed voluntarypetitions to commence the Chapter 11 process on March 1 in theU.S. Bankruptcy Court for the District of Delaware in Wilmington.The filing does not include certain of the Company's subsidiaries,including its mortgage services subsidiary, Alambry Funding, Inc.,which provides mortgage brokerage services for customers andfinancial institutions but which does not underwrite any customermortgages. All of the debtors in the Chapter 11 proceedings areborrowers under the DIP Credit Facility. As security for the DIPCredit Facility, the borrowers provided the lenders a securityinterest in all of their assets, with a few minor exceptions. Thedebtors' execution and delivery of the DIP Credit Facility wasapproved by the Bankruptcy Court on April 16, 2010.

Official creditors' committees have the right to employ legal andaccounting professionals and financial advisors, at the Debtor'sexpense. They may investigate the Debtor's business and financialaffairs. Importantly, official committees serve as fiduciaries tothe general population of creditors they represent. Thosecommittees will also attempt to negotiate the terms of aconsensual Chapter 11 plan -- almost always subject to the termsof strict confidentiality agreements with the Debtors and othercore parties-in-interest. If negotiations break down, theCommittee may ask the Bankruptcy Court to replace management withan independent trustee. If the Committee concludes reorganizationof the Debtor is impossible, the Committee will urge theBankruptcy Court to convert the Chapter 11 cases to a liquidationproceeding.

PACIFIC ETHANOL: Issues 3,750,000 Shares to Socius--------------------------------------------------The Superior Court of the State of California for the County ofLos Angeles on April 13, 2010, entered an Order ApprovingStipulation for Settlement of Claim in the matter entitled SociusCG II, Ltd. v. Pacific Ethanol, Inc. The Order provides for thefull and final settlement of Socius GC II, Ltd.'s $4,000,000 claimagainst Pacific Ethanol.

Socius purchased the Claim from Lyles United, LLC, a creditor ofPacific Ethanol, pursuant to the terms of a Purchase Agreementdated effective as of April 10, 2010 between Socius and LylesUnited. The Claim consists of the right to receive $4,000,000 ofprincipal amount of and under a loan made by Lyles United toPacific Ethanol pursuant to the terms of an Amended and RestatedPromissory Note dated November 7, 2008, in the original principalamount of $30,000,000. Pursuant to the terms of the Order, onApril 14, 2010, Pacific Ethanol issued and delivered to Socius3,750,000 shares of Pacific Ethanol common stock.

The Settlement Shares represent approximately 5.67% of the totalnumber of shares of Pacific Ethanol common stock outstandingimmediately preceding the date of the Order.

As of the date of the Socius-Lyles Purchase Agreement, PacificEthanol was indebted to Lyles United for unpaid principal amountof $20,000,000 under the Lyles United Note.

In connection with the purchase of the Claim and pursuant to theterms of the Purchase Agreement, on April 12, 2010, Socius filed acomplaint for damages against us with the Court. On April 13,2010, Pacific Ethanol's counsel and counsel for Socius filed withthe Court a joint ex parte application for court order approvingstipulation for settlement of Claim. After holding a hearing, theCourt issued the Order on April 13, 2010.

About Pacific Ethanol

Pacific Ethanol Holding Co. LLC and four affiliates filed forChapter 11 on May 17, 2009 (Bankr. D. Del. Case No. 09-11713).Judge Kevin Gross handles the case. Attorneys at Cooley GodwardKronish LLP represent the Debtors as counsel. Attorneys at PotterAnderson & Corroon LLP are co-counsel. Epiq Bankruptcy SolutionsLLC is the claims agent. Pacific Ethanol Holding disclosed$50 million to $100 million in assets and $100 million to$500 million in debts in its petition.

Pacific Ethanol Inc. and its marketing subsidiaries, KinergyMarketing LLC, and Pacific Ag. Products, LLC, have not filed forChapter 11 bankruptcy protection. The Company is expected tocontinue to manage the Plant Subsidiaries under an AssetManagement Agreement and Kinergy and PAP are expected to continueto market and sell the Plant Subsidiaries' ethanol and feedproduction under existing Marketing Agreements.

Penson is an independent provider of clearing and other trade-related services for the securities industry. Unlike most of itsclearing competitors, Penson is unaffiliated with a largefinancial institution, and thus does not compete with its clients.S&P believes this independence and its large product offeringallow Penson to focus on its clients, and to develop stronger,stickier relationships and growth opportunities.

Penson has little market risk, as it does not take on significantsecurity positions for its own account. S&P considers credit riskin Penson's securities-lending business as modest, given its tightlending criteria and the very high quality of securities lent.Nevertheless, the company can become exposed to credit risk ifthere are unsecured positions that the company does not closelymonitor.

Since becoming a public company in 2006, Penson has enjoyed solidrevenue and earnings growth. However, falling profitabilityduring the past year has highlighted Penson's dependence on marketvolumes and interest rates. The low interest rates have limitedthe company's ability to earn spread income on client assets.Operating leverage is high as approximately 70% of its expensesare fixed. Nevertheless, S&P believes that Penson would seek toscale its cost base if a drop in market volumes contributed to asubstantial decline in revenues.

The stable outlook is based on S&P's opinion that Penson willcontinue to grow its business by achieving market share gains,without detriment to its operating performance, which S&P expectsto remain stable in the short to medium term. Positive ratingsmomentum will depend on Penson's ability to post sustained growthin earnings, particularly in periods of slow market volumes andlow interest rates. Conversely, significant additional debtleverage, a considerable decline in earnings, or a breakdown inrisk-management policies and procedures would negatively pressurethe ratings.

PHEASANT RUN: Utilities Barred from Cutting Services----------------------------------------------------James K. Coachys of the U.S. Bankruptcy Court for the SouthernDistrict of Indiana, in an interim order, granted Pheasant RunApartments, L.P.'s motion to prohibit utilities company fromaltering, refusing or discontinuing services to the Debtor.

A final hearing on the motion was scheduled last April 8.

Indianapolis, Indiana-based Pheasant Run Apartments, L.P.,operates a 20-acre, 184-unit apartment complex. The Company filedfor Chapter 11 bankruptcy protection on March 11, 2010 (Bankr.S.D. Ind. Case No. 10-03060). Scott N. Schreiber, Esq., at StahlCowen Crowley, LLC, assists the Company in its restructuringeffort. According to the schedules, the Company has assets of$10,711,300, and total debts of $10,463,300.

-- provide legal advice with respect to the Debtor's powers and duties as debtor-in-possession;

-- prepare the Debtor's schedules, statement of financial affairs and related documents related to the proceeding; and

-- prepare, on behalf of the Debtor, all necessary applications, motions, answers, orders, reports and other legal papers as required by applicable Bankruptcy and non Bankruptcy law, as directed by the demands of the case, or as required by the court, and represent the Debtor in any hearings or proceedings related thereto.

Scott N. Schreiber, Esq., chairman of SCCA, tells the Court thatprepetition, SCCA received a $25,000 retainer. As of the petitiondate, $14,196 of the retainer remained unapplied.

Indianapolis, Indiana-based Pheasant Run Apartments, L.P.,operates a 20-acre, 184-unit apartment complex. The Company filedfor Chapter 11 bankruptcy protection on March 11, 2010 (Bankr.S.D. Ind. Case No. 10-03060). According to the schedules, theCompany has assets of $10,711,300, and total debts of $10,463,300.

PINNACLE POINT: Files for Chapter 11 Bankruptcy Protection----------------------------------------------------------Pinnacle Point Properties LLC filed for Chapter 11 bankruptcy,saying its owes $34.93 million to Metropolitan National Bank ofLittle Rock, and $6.65 million to Chambers Bank of Danville.

POSITRON CORP: Reports $5,749,000 Net Loss for 2009---------------------------------------------------Positron Corporation filed with the Securities and ExchangeCommission its annual report on Form 10-K for the fiscal yearended December 31, 2009. The Company reported a net loss of$5,749,000 for 2009 from a net loss of $8,975,000 for 2008. Saleswere $1,446,000 for 2009 from $2,126,000 for 2008.

At December 31, 2009, the Company had total assets of $988,000against total liabilities, all current, of $7,947,000, resultingin stockholders' deficit of $6,959,000.

In its April 15, 2010 report, Frank L. Sassetti & Co., in OakPark, Illinois, said there is substantial doubt about theCompany's ability to continue as a going concern.

Positron Corporation is a molecular imaging company focused onNuclear Cardiology.

PROLIANCE INT'L: Hearing on Plan Outline on May 19--------------------------------------------------Proliance International Inc., which has completed sales of most ofthe assets, filed a liquidating Chapter 11 plan. Under the Plan,secured creditors and holders of administrative claims will bepaid in full. Unsecured creditors, however, stand to recover lessthan 1%. A hearing on the explanatory disclosure statement isscheduled for May 19.

The bulk of the domestic assets were sold for $15 million cash toCentrum Equities XV LLC, the company that owns the aftermarketbusiness spun off from Visteon Corp in 2008. The Dutch affiliatewent for GBP17.7 million ($27.27 million).

According to the Plan, creditor treatment includes: (a) holders ofadministrative claims and priority claims will be paid in full incash, (b) holders of secured lender claims have already recovered100% from sale proceeds, (c) holders of other secured claims willreceive the collateral securing the claim or cash equal to thevalue of the collateral, (d) priority Pension Benefit GuarantyCorp. claims will be paid in full by the liquidating trustee andwill recover less than 1% on its unsecured claim from a share ofthe liquidating trust fund, (e) holders of general unsecuredclaims will recover less than 1% from the liquidating trust fundand (d) holders of canceled inter-company claims and equityinterests will receive no distribution.

A hearing for the Disclosure Statement is scheduled for May 19,2010.

About Proliance International

Based in New Haven, Connecticut, Proliance International, Inc. --http://www.pliii.com/-- aka Godan makes automobile parts. The Company and its affiliates filed for Chapter 11 on July 2, 2009(Bankr. D. Del. Lead Case No. 09-12278). Christopher M. Samis,Esq., and Daniel J. DeFranceschi, Esq., at Richards, Layton &Finger PA, represent the Debtors in their restructuring efforts.The Debtors' financial condition as of June 22, 2009, showed totalassets of $160.3 million and total debts of $133.5 million.

The sale of Proliance's North American assets to Centrum EquitiesXV, LLC, was consummated under the provisions of Section 363 ofthe Bankruptcy Code on August 14, 2009.

PROVIDENCE SERVICE: S&P Raises Issue-Level Loan Ratings to 'BB'---------------------------------------------------------------Standard & Poor's Ratings Services raised its rating on healthservices provider Providence Service Corp. to 'B+' from 'B-',aided by the better performance of the company's nonemergencytransportation business and voluntary debt repayment. At the sametime, S&P raised its issue-level ratings on Providence's term loanand revolver to 'BB' from 'B+'. The recovery ratings on thesedebt issues is a '1', indicating S&P's expectation for very high(90%-100%) recovery in the event of payment default.

The rating on Providence reflects the company's weak business riskprofile, related to its high dependence on Medicaid contracts withstate and local agencies and its aggressive financial riskprofile. The company's leading position in a highly fragmentedniche market and positive track record of contract retention onlypartially offset these risks.

Despite Providence's position as a leading player in a nicheindustry that provides home and community-based social services,foster care, nonemergency transportation service, and managementof other not-for-profit organizations, it is highly reliant oncontracts associated with government agencies that comprise about80% of its total contract base (11 payors comprise approximately50% of total revenues). This reliance is a significant factor inthe company's business risk profile since many states haveencountered budget constraints due to weak macroeconomicconditions. The Logisticare business (representing about 55% oftotal revenues), which Providence acquired in late 2007, caused asignificant decline in performance in the second half of 2008 whenweaker profitability raised S&P's concern about the company'sability to comply with its bank covenant compliance requirements.Along with the improved utilization of cost management, thecompany has now managed to turn this business around and reportpositive revenue growth of about 21% in 2009 through newcontracts.

The new senior unsecured notes (approximately $1.1 billion) willbe utilized to refinance the company's existing $795 million 9.5%senior unsecured notes due 2014, $196.27 million 9.5% seniorunsecured notes due 2014, and $79 million 8.875% senior unsecurednotes due 2016 which were tendered for in an offer launched onApril 7, 2010.

The upgrade of the company's CFR to B3 reflects the company'sproven ability to generate positive free cash flow and attendantimprovement in its liquidity profile. The B3 CFR incorporatesMoody's view that even as RBS' leverage metrics remain high posttransaction (inclusive of Rexnord Holdings debt, RBS' parentholdco), this proposed refinancing will improve the company'smaturity schedule. RBS' performance in this downturn, thoughnegatively impacted due to the contraction in the global demandfor its products, has been aided by cost reduction. The company'scost structure combined with the benefits from an improvingeconomy, should support overall profitability. The WaterManagement segment is likely to lag as it relies on commercialconstruction.

RBS' SGL-2 speculative grade liquidity rating reflects Moody'sbelief that the company will maintain a good liquidity profileover the next twelve months. Moody's anticipates that the companywill continue to produce positive free cash flow, even thoughoperating cash flow has been adversely impacted by the currentdownturn in the global economy. RBS maintains strong cashbalances of over $260 million, with availability under thecompany's $150 million revolving credit facility of approximately$119 million after LC's. Moody's believes that headroom under thecompany's financial covenants should be sufficient over the nexttwelve months. Constraining the liquidity rating is that thecompany's assets are encumbered to secure its bank borrowings.

The stable outlook is based on Moody's expectations that RBS willbenefit from improvement in global economic conditions and willcontinue to generate positive cash flow which has benefited fromcost reductions.

The last rating action was on May 1, 2009 at which time Moody'saffirmed the company's Caa1 Corporate Family Rating and changedthe Probability of Default Rating to Caa1/LD.

RBS Global, Inc., headquartered in Milwaukee, WI, is an industrialcompany comprised of two strategic businesses including powertransmission and water management. Revenues for the last twelvemonths through December 26, 2009 totaled approximately$1.5 billion.

RCLC INC: May Sell Aviation Biz to Others if Hawthorne Deal Falls-----------------------------------------------------------------RCLC, Inc., formerly known as Ronson Corporation, said in aregulatory filing it may seek other purchasers for its aviationbusiness if the deal with Hawthorne TTN Holdings, LLC, is notconsummated.

However, RCLC indicated that, although prior to execution of theAviation Sale Agreement with Hawthorne, it had discussions withvarious parties concerning the proposed sale transactions, none ofthese parties may now have an interest in these businesses or bewilling to offer a reasonable purchase price. Furthermore, theCompany may not be in a position to fund operations until otherpurchasers are identified.

In February 2010, the Company completed the sale of its consumerproducts business to Zippo Manufacturing Company for an adjustedpurchase price of $10.48 million in cash. The Consumer ProductsSale Agreement provided for a purchase price of $11.1 million incash less certain credits to which Zippo would be entitled atclosing and subject to certain post-closing adjustments asdescribed in the Consumer Products Sale Agreement. The saleincluded the Ronson trade marks, trade name and other intellectualproperty and, as such, as part of the sale, the Company agreed tochange its name and the names of its subsidiaries.

In February 2010, the Company received shareholder approval tosell its aviation business to Hawthorne TTN Holdings, LLC, for$9.5 million in cash subject to certain adjustments. Certainissues relating to Hawthorne's financing have delayed closing.

RCLC and its wholly owned subsidiaries have extended a forbearanceagreement with their principal lender, Wells Fargo Bank, NationalAssociation. Wells Fargo has agreed not to assert existing eventsof default under the Borrowers' credit facilities with Wells Fargothrough April 23, 2010, or such earlier date determined under theForbearance Agreement, to provide the Borrowers with additionaltime to consummate the sale to Hawthorne.

RCLC INC: Reports $4,713,000 Net Loss for 2009----------------------------------------------RCLC, Inc., has filed with the Securities and Exchange Commissionits annual report on Form 10-K for the year ended December 31,2009. RCLC reported a net loss of $4,713,000 for 2009 from a netloss of $1,652,000 for 2008. The Company reported $0 net salesfor 2009 and 2008.

At December 31, 2009, the Company had $17,220,000 in total assetsagainst total current liabilities of $19,397,000, other long-termliabilities of $2,136,000, and other long-term liabilities ofdiscontinued operations of $476,000, resulting in stockholders'deficiency of $4,789,000.

The Company is in the process of liquidating its business.

In its April 15, 2010 report, Demetrius & Company, L.L.C. inWayne, New Jersey, said the Company has suffered recurring lossesfrom operations and has a net capital deficiency that raisesubstantial doubt about its ability to continue as a goingconcern.

Prior to March 2, 2009, the Company's shares of common stock werelisted on the Nasdaq Capital Market and quoted under the symbolRONC. Effective March 2, 2009, the Company's shares of commonstock are traded on the Over-the-Counter Pink Sheets and quotedunder the symbol RONC.PK.

In February 2010, the Company completed the sale of its consumerproducts business to Zippo Manufacturing Company for an adjustedpurchase price of $10.48 million in cash. In February 2010, theCompany also received shareholder approval to sell its aviationbusiness to Hawthorne TTN Holdings, LLC, for $9.5 million in cashsubject to certain adjustments. Certain issues relating toHawthorne's financing have delayed closing.

Wells Fargo has agreed not to assert existing events of defaultunder the Borrowers' credit facilities with Wells Fargo throughApril 23, 2010, or such earlier date determined under theForbearance Agreement, to provide the Borrowers with additionaltime to consummate the sale of RAI's assets to Hawthorne TTNHoldings, LLC, pursuant to a previously disclosed Asset PurchaseAgreement dated as of May 15, 2009, as amended, among the Company,RAI and Hawthorne.

As a result of the consummation of the sale of the Company'sconsumer products business to Zippo Manufacturing Company onFebruary 2, 2010, RCPC and Ronson Canada are no longer permittedto request advances under the credit facility with Wells Fargo andany remaining assets of RCPC and Ronson Canada are no longerconsidered in borrowing base calculations. RAI will continue tobe permitted to request advances under the Wells Fargo creditfacility until April 23, 2010; provided, however, that Wells Fargowill have no obligation to make advances to RAI if Wells Fargo, inits reasonable discretion, believes that a New Jersey EconomicDevelopment Authority-approved bond issuance to financeHawthorne's acquisition of the assets of RAI is not expected tooccur by April 23, 2010.

Prior to March 2, 2009, the Company's shares of common stock werelisted on the Nasdaq Capital Market and quoted under the symbolRONC. Effective March 2, 2009, the Company's shares of commonstock are traded on the Over-the-Counter Pink Sheets and quotedunder the symbol RONC.PK.

In February 2010, the Company completed the sale of its consumerproducts business to Zippo Manufacturing Company for an adjustedpurchase price of $10.48 million in cash. In February 2010, theCompany also received shareholder approval to sell its aviationbusiness to Hawthorne TTN Holdings, LLC, for $9.5 million in cashsubject to certain adjustments. Certain issues relating toHawthorne's financing have delayed closing.

The ratings reflect the company's highly leveraged financial riskprofile and difficult end-market conditions, although operatingperformance has held up fairly well despite the unfavorableenvironment. Total adjusted debt to EBITDA for the companyremains very high at about 9x.

The outlook is negative. The ratings primarily reflect Rexnord'shighly leveraged financial risk profile. "S&P could lower theratings if continued weakness in the company's operatingperformance limits improvement in credit measures," said Standard& Poor's credit analyst Dan Picciotto. For instance, if thecompany appears unlikely to maintain funds from operations tototal debt of more than 5% or if S&P expects Rexnord will beunable to generate positive free cash flow, S&P could lower theratings. "S&P could revise the outlook to stable if S&P expectsoperating performance to improve such that FFO to total debtappears likely to approach 10%," he continued.

RIVIERA HOLDING: Forms Office of CEO on Interim Basis-----------------------------------------------------Riviera Holdings Corporation's board of directors disclosed thecreation of the Office of the chief of executive on an interimbasis, which will perform the functions of the company's CEO andwill be jointly held by Tullio J. Marchionne, secretary andGeneral Counsel and Riviera Operating Corporation's Secretary andExecutive Vice President; Robert A. Vannucci, the President andChief Operating Officer of ROC; and Phillip Simons, Treasurer andChief Financial Officer and ROC's Treasurer, CFO and VicePresident of Finance.

Messrs. Marchionne, Vannucci and Simons will also each continue intheir current positions with the Registrant and its subsidiaries.Effective immediately, Vincent L. DiVito, a current member of theBoard, was elected Chairman of the Board.

The company's CEO William L. Westerman passed away on April 18,2010.

Going Concern Doubt

The Company reported a net loss of $24.9 million on $134.0 millionof revenue for the year ended December 31, 2009, compared with anet loss of $11.9 million on $169.8 million of revenue for 2008.

The Company's balance sheet as of December 31, 2009, showed$198.9 million in assets and $282.0 million of debts, for astockholders' deficit of $83.1 million.

Ernst Young LLP, in Las Vegas, expressed substantial doubt aboutthe Company's ability to continue as a going concern. Theindependent auditors noted that the Company has incurred recurringoperating losses and has a working capital deficiency. Inaddition, the Company is in default under its Credit Facility andSwap Agreement.

SANDY HOROWITZ: Former County Exec Coyne to Oversee Properties--------------------------------------------------------------Jim Coyne, former county executive of Albany, said it will overseeand manage several properties in Troy of Sand Horowitz, accordingto Jessica M. Pasko at The Record.

Sandy Horowitz, a property developer in California, filed forbankruptcy under Chapter 11 in late 2009.

SecureAlert originally purchased a 51% of Court Programs onDecember 1, 2007, and received at that time an option to purchasethe remaining 49%.

Since the date of the Original Agreement, Mr. Rothbart has beenserving as the President, and as a director of, each of the CPEntities.

The fair market value of the consideration received by Mr.Rothbart under the Amendment Agreement is approximately $784,000,consisting of $100,000 cash paid at closing; $200,000 in cashpayable in four equal installments of $50,000 each on July 15,2010, October 15, 2010, January 15, 2011, and April 15, 2011,together with interest on any unpaid amounts at 8% per annum; and621 shares of the Company's Series D Convertible Preferred Stock.Each share of Series D Convertible Preferred Stock of the Companyis convertible into 6,000 shares of Common Stock of the Company.

The Amendment Agreement further provides that:

-- the Company and Mr. Rothbart will enter into a three-year management agreement, pursuant to which the Company agrees to pay Mr. Rothbart $100,000 per year. Mr. Rothbart will assume the title of Vice President, New Business Development and Legislative Relations of the Company, and will be provided a car for business use, and reimbursement of all vehicle business expenses.

-- if the Company chooses to divest its ownership interest in, or substantially all of the assets of, any of the CP Entites, Mr. Rothbart will have the right of first refusal to purchase up to 100% of such interest or assets at the then current market value.

-- Mr. Rothbart will be subject to covenants not to compete with the Company during the term of his agreement, and for two years following termination of his agreement.

The CP Entities are engaged in providing parole and probationmonitoring equipment and services in the states of Florida andMississippi. The CP Entities lease some of their products fromthe Company.

CPI has over 25 years of expertise focused on case management andoffender monitoring services. Their programs include: YouthCourt, School Attendance, Pre-Trial Release, Pre-Trial Diversion,Reporting Probation, Day Reporting Center, House Arrest, AlcoholAbuse Monitoring, Defensive Driving School and Drug Testing. CPIhas 22 offices located throughout Mississippi and Florida.

John Hastings, President and Chief Operating Officer ofSecureAlert, Inc., said in a statement dated April 12, "We areexcited about the further integration between SecureAlert andCourt Programs, bringing them together under one portfolio expandsour offender management services and offerings capabilities."

Mr. Hastings added, "We expect the acquisition will improve ourbottom line once we have maximized the efficiencies between thetwo companies. Importantly, the acquisition gives us the fullarray of Court Program's products and services, which we can nowcapitalize on. The ongoing synergies between the two companieswill be a core driver of enhanced financial performance goingforward."

About SecureAlert

Sandy, Utah-based SecureAlert, Inc. (OTCBB: SCRA) --http://www.securealert.com/-- is a monitoring, case management and advanced communications Technology Company with a portfolio ofservices utilized by more than 625 law enforcement agencies,judicial districts and county jurisdictions across 35 states.Approximately 15,000 offenders are supported, managed andsupervised monthly through the company's programs, services andelectronic monitoring initiatives.

RemoteMDx, Inc., filed an amendment to its Articles ofIncorporation changing its corporate name to SecureAlert, Inc.Additionally, the Company's subsidiary, SecureAlert, Inc., filedan amendment to its Articles of Incorporation changing itscorporate name to SecureAlert Monitoring, Inc.

At December 31, 2009, the Company's consolidated balance sheetsshowed $8,212,402 in total assets and $25,255,098 in totalliabilities, resulting in a $17,042,696 shareholders' deficit.The Company's consolidated balance sheets at December 31, 2009,also showed strained liquidity with $2,692,487 in total currentassets available to pay $23,099,738 in total current liabilities.

The Company has incurred recurring net losses, negative cash flowsfrom operating activities, and an accumulated deficit. "Thesefactors raise substantial doubt about the Company's ability tocontinue as a going concern."

The Company said it is presently unable to finance its businesssolely from cash flows from operating activities. During thethree months ended December 31, 2009, the Company financed itsbusiness primarily from the issuance of debt and the issuance ofstock providing cash proceeds of $1,531,304.

SECUREALERT INC: Increases Authorized Common Shares to 600-Mil.---------------------------------------------------------------SecureAlert, Inc., formerly, RemoteMDx, Inc., filed with theSecurities and Exchange Commission on April 15, 2010, aninformation statement to inform shareholders of the amendment tothe Company's Articles of Incorporation to increase the authorizedshares of Common Stock from 250,000,000 shares to 600,000,000shares of Common Stock, par value $0.0001 per share. There willbe no change to the authorized shares of preferred stock of theCompany.

David G. Derrick, the Company's CEO and Director, said theCompany's Board of Directors has approved the increase, andholders of not less than a majority of the shares of record orshare equivalents on the record date entitled to vote on theproposal have consented in writing to the proposal. As such, theCompany is not soliciting Shareholders' consent on the sharesincrease.

All holders of shares of Common Stock and Series D Preferred Stockof record on the close of business on March 31, 2010, are entitledto notice of the action to be taken pursuant to the Proposal.

As of January 13, 2010, there were approximately 3,500 holders ofrecord of the Company's Common Stock and 211,765,988 shares ofCommon Stock of the Company issued and outstanding and 37 holdersof record of the Company's Series D Preferred Stock and 25,186shares of Series D Preferred Stock of the Company issued andoutstanding.

Sandy, Utah-based SecureAlert, Inc. (OTCBB: SCRA) --http://www.securealert.com/-- is a monitoring, case management and advanced communications Technology Company with a portfolio ofservices utilized by more than 625 law enforcement agencies,judicial districts and county jurisdictions across 35 states.Approximately 15,000 offenders are supported, managed andsupervised monthly through the company's programs, services andelectronic monitoring initiatives.

RemoteMDx, Inc., filed an amendment to its Articles ofIncorporation changing its corporate name to SecureAlert, Inc.Additionally, the Company's subsidiary, SecureAlert, Inc., filedan amendment to its Articles of Incorporation changing itscorporate name to SecureAlert Monitoring, Inc.

At December 31, 2009, the Company's consolidated balance sheetsshowed $8,212,402 in total assets and $25,255,098 in totalliabilities, resulting in a $17,042,696 shareholders' deficit.The Company's consolidated balance sheets at December 31, 2009,also showed strained liquidity with $2,692,487 in total currentassets available to pay $23,099,738 in total current liabilities.

The Company has incurred recurring net losses, negative cash flowsfrom operating activities, and an accumulated deficit. "Thesefactors raise substantial doubt about the Company's ability tocontinue as a going concern."

The Company said it is presently unable to finance its businesssolely from cash flows from operating activities. During thethree months ended December 31, 2009, the Company financed itsbusiness primarily from the issuance of debt and the issuance ofstock providing cash proceeds of $1,531,304.

SECUREALERT INC: Raises $9.4MM in Cash & Converts $16.6MM in Debt-----------------------------------------------------------------SecureAlert, Inc., has raised a total of $9,440,000 in cash, andhas converted a total of $16,681,384 in debt and accrued interest,through the issuance of its Series D Preferred stock. This is anupdate to the $6,100,000 equity raise and $15,723,204 debtconversion announced on January 14, 2010. The terms andconditions of this incremental recapitalization are consistentwith the previous transactions announced in January 2010.

John Hastings, President and Chief Operating Officer ofSecureAlert, said in a statement dated April 12, "The continuedincremental recapitalization provides us with the opportunities toexpand our business both through organic growth and acquisitions,as we strive to be the market leader of offender monitoring."

About SecureAlert

Sandy, Utah-based SecureAlert, Inc. (OTCBB: SCRA) --http://www.securealert.com/-- is a monitoring, case management and advanced communications Technology Company with a portfolio ofservices utilized by more than 625 law enforcement agencies,judicial districts and county jurisdictions across 35 states.Approximately 15,000 offenders are supported, managed andsupervised monthly through the company's programs, services andelectronic monitoring initiatives.

RemoteMDx, Inc., filed an amendment to its Articles ofIncorporation changing its corporate name to SecureAlert, Inc.Additionally, the Company's subsidiary, SecureAlert, Inc., filedan amendment to its Articles of Incorporation changing itscorporate name to SecureAlert Monitoring, Inc.

At December 31, 2009, the Company's consolidated balance sheetsshowed $8,212,402 in total assets and $25,255,098 in totalliabilities, resulting in a $17,042,696 shareholders' deficit.The Company's consolidated balance sheets at December 31, 2009,also showed strained liquidity with $2,692,487 in total currentassets available to pay $23,099,738 in total current liabilities.

The Company has incurred recurring net losses, negative cash flowsfrom operating activities, and an accumulated deficit. "Thesefactors raise substantial doubt about the Company's ability tocontinue as a going concern."

The Company said it is presently unable to finance its businesssolely from cash flows from operating activities. During thethree months ended December 31, 2009, the Company financed itsbusiness primarily from the issuance of debt and the issuance ofstock providing cash proceeds of $1,531,304.

SEVEN FALLS: Expects to Have Funding by May 18----------------------------------------------Market Barrett at Citizen-Times.com reports that a federal judgeturned down a request to force Seven Falls LLC to go out ofbusiness. A person familiar with the matter said the Companyexpects to have commitments in place for a new injection of fundsof between $5 million and $12 million by May 18. The federaljudge noted that it won't wait much long for the Company to getfunding to keep going.

Seven Falls, LLC, has a golf course and residential development on400 acres in Hendersonville, North Carolina. The Company filedfor Chapter 11 bankruptcy protection on October 26, 2009 (Bankr.W.D. N.C. Case No. 09-11182). The Company listed $50,000,001 to$100,000,000 in assets and $10,000,001 to $50,000,000 inliabilities.

SEVERN BANCORP: Reports 62% Improvement in First Quarter Results----------------------------------------------------------------Severn Bancorp, Inc.,, reported a net loss for the first quarterended March 31, 2010, of approximately $500,000 (unaudited), or($0.10) per share, compared to a net loss of $1.3 million(unaudited) or ($0.18) per share for the first quarter of 2009 andnet loss of $2.7 million (unaudited), or $(0.31) per share for thefourth quarter of 2009. The net loss of approximately $500,000for the quarter was primarily due to an increase in the loan lossreserve of approximately $2.5 million during the quarter endedMarch 31, 2010. This increase is a non-cash charge againstearnings. At March 31, 2010, Severn's regulatory capital ratioscontinued to exceed the levels required to be considered "wellcapitalized" under applicable federal banking regulations,including its core (leverage) ratio of approximately 12% comparedto the regulatory requirement of 5% for "well capitalized" status.

"An increase in our net interest margin and a reduction in ourprovision for loan losses during the quarter helped improve ourearnings on a year over year and sequential basis," said Alan J.Hyatt, president and chief executive officer. "While we are notsatisfied with the loss for the quarter, we are encouraged by theimprovement in asset quality and the prospects for improvedperformance for the remainder of 2010. We feel we're on the righttrack with positive trends in performance and problem assets. Ourcore earnings remain positive driven largely by our lower cost offunds and overhead cost controls. We continue to positionourselves for a return to stronger performance as the economyimproves. "

As reported by the Troubled Company Reporter on December 28, 2009,the Board of Directors of Severn Bancorp suspended the commonstock dividend for the fourth quarter of 2009. This represents areduction of $0.03 per share from the common stock dividenddeclared for the third quarter of 2009.

As reported by the TCR on November 25, 2009, Annapolis, Maryland-based Severn Bancorp along with its Bank unit, has entered intosupervisory agreements with the Office of Thrift Supervision, theBank's primary federal regulator. The agreements set forth stepsbeing taken in response to regulatory concerns with its operatingresults and effects of the current economic environment facing thefinancial services industry.

About Severn Savings Bank

Founded in 1946, Severn Savings Bank, FSB --http://www.severnbank.com/-- is a full-service community bank offering a wide array of personal and commercial banking productsas well as residential and commercial mortgage lending. It hasassets of nearly $1 billion and four branches located inAnnapolis, Edgewater and Glen Burnie. The bank specializes inexceptional customer service and holds itself and its employees toa high standard of community contribution. Severn Bancorp, Inc.,(Nasdaq: SVBI) is the parent company of Severn Savings Bank.

SMART ONLINE: Reports $9,540,871 Net Loss for 2009--------------------------------------------------Smart Online, Inc., has filed with the Securities and ExchangeCommission its annual report on Form 10-K for the year endedDecember 31, 2009. The Company reported a net loss of $9,540,871for 2009 from a net loss of $10,052,149. Total revenues were$1,419,502 for 2009 from $3,879,179 for 2008.

At December 31, 2009, the Company had total assets of $1,346,120against total liabilities of $16,739,899, resulting instockholders' deficit of $15,393,779. The Company's December 31,2009 balance sheet showed strained liquidity: The Company hadtotal current assets of $373,693 against total current liabilitiesof $6,949,043.

In its April 15, 2010 report, Cherry, Bekaert & Holland, L.L.P. inRaleigh, North Carolina, said the Company has suffered recurringlosses from operations and has a working capital deficiency as ofDecember 31, 2009. These conditions raise substantial doubt aboutthe Company's ability to continue as a going concern.

Durham, North Carolina-based Smart Online, Inc. --http://www.smartonline.com/-- develops and markets software products and services (One Biz(TM)) targeted to small businessesthat are delivered via a Software-as-a-Service model. The Companysells its SaaS products and services primarily through private-label marketing partners. In addition, the Company providessophisticated and complex Web site consulting and developmentservices, primarily in the e-commerce retail and direct-sellingorganization industries.

SMART ONLINE: Restates FY2008 & 2009 Quarterly Financials---------------------------------------------------------The Audit Committee of Smart Online, Inc. -- in consultation withCherry, Bekaert & Holland, the Company's independent registeredpublic accountants -- concluded on April 13, 2010, that theCompany's financial statements for the fiscal year ended December31, 2008 and for the fiscal quarters ended March 31, 2009, June30, 2009 and September 30, 2009 should no longer be relied uponbecause of an error in the financial statements.

The Company's Board of Directors unanimously approved, authorizedand directed the restatements of the financial statements and thefiling of a Report on Form 8-K. The Company's Annual Report onForm 10-K for the fiscal year ended December 31, 2009, as filedwith the Securities and Exchange Commission, is consistent withthe Company's restated financial statements.

The financial statements have been restated to include netsubscription revenue as compared to the gross subscription revenueas presented in prior filings for 2009 and 2008. Subscriptionfees primarily consist of sales of subscriptions through private-label marketing partners to end users.

"We typically have a revenue-share arrangement with thesemarketing partners in order to encourage them to market ourproducts and services to their customers. Subscriptions aregenerally payable on a monthly basis and are typically paid viacredit card of the individual end user. We accrue any paymentsreceived in advance of the subscription period as deferred revenueand amortize them over the subscription period. In the past werecognized all subscription revenue on a gross basis and inaccordance with our policy to periodically review our accountingpolicies we identified the fact that certain contracts require thereporting of subscription revenue on a gross basis and others on anet basis according to US GAAP. On that basis, we continue toreport subscription revenue from certain contracts on a grossbasis and others on a net basis," the Company explained.

The Company said the net effect of the reclassification ofexpenses only impacts gross revenue and certain gross expenses; itdoes not change the net income.

In addition to the restatement of subscription revenue, theCompany also restated the value of the iMart trade name as ofDecember 31, 2008 because of a recalculation of the net royaltymethod of valuation. The restatement caused an increase in theamount of loss on impairment of intangible assets for the yearended December 31, 2008 in the amount of $230,000. The restatedtotal loss on impairment of intangible assets is $3,702,141 ascompared to the original loss of $3,472,141.

Durham, North Carolina-based Smart Online, Inc. --http://www.smartonline.com/-- develops and markets software products and services (One Biz(TM)) targeted to small businessesthat are delivered via a Software-as-a-Service model. The Companysells its SaaS products and services primarily through private-label marketing partners. In addition, the Company providessophisticated and complex Web site consulting and developmentservices, primarily in the e-commerce retail and direct-sellingorganization industries.

At December 31, 2009, the Company had total assets of $1,346,120against total liabilities of $16,739,899, resulting instockholders' deficit of $15,393,779. The Company's December 31,2009 balance sheet showed strained liquidity: The Company hadtotal current assets of $373,693 against total current liabilitiesof $6,949,043.

In its April 15, 2010 report, Cherry, Bekaert & Holland, L.L.P. inRaleigh, North Carolina, said the Company has suffered recurringlosses from operations and has a working capital deficiency as ofDecember 31, 2009. These conditions raise substantial doubt aboutthe Company's ability to continue as a going concern.

SOUTH BAY EXPRESSWAY: Gets OK to Pay Business Taxes & Licenses--------------------------------------------------------------South Bay Expressway, L.P., and California TransportationVentures, Inc., obtained approval from the Court to pay franchise,real and personal property, and employment taxes, business licenseand other similar fees.

In the ordinary course of business, the Debtors:

(a) incur and collect taxes, including franchise, property and miscellaneous taxes in the operation of their business;

(b) incur business license and permit fees and other similar assessments in connection with obtaining licenses and permits necessary to operate their business; and

(c) remit the Taxes and Fees to various taxing, licensing and other governmental authorities and make payments to various third parties for Taxes and Fees who, in turn, remit the Taxes and Fees to the Taxing Authorities.

The Debtors pay the Taxes and Fees monthly, quarterly, orannually, in each case as required by applicable laws andregulations.

R. Alexander Pilmer, Esq., at Kirkland & Ellis LLP, in LosAngeles, California, contends that payment of the Taxes and Feesin the ordinary course of business is justified because, amongother things:

-- certain of the Taxes and Fees are not property of the bankruptcy estate pursuant to Section 541(d) of the Bankruptcy Code;

-- payment of the Taxes and Fees will avoid unnecessary distractions in the Debtors' Chapter 11 cases;

-- certain of the Taxes and Fees may constitute secured or priority claims entitled to special treatment under the Bankruptcy Code; and

-- the Debtors have authority to remit payment on account of the Taxes and Fees in the ordinary course of business.

The Debtors developed and operate a four lane, nine mile expresstoll road in Southern California commonly referred to as the SouthBay Expressway or State Road 125. Both estimated assets and debtsof $500 million to $1 billion in their bankruptcy petitions.

SOUTH BAY EXPRESSWAY: Hearing on Further Cash Use on April 22-------------------------------------------------------------Judge Louise DeCarl Adler granted South Bay Expressway, L.P.,and California Transportation Ventures, Inc., permission to usecash collateral on an interim basis.

Judge Adler authorized the Debtors to use Cash Collateral duringthe period commencing immediately after the entry of the InterimOrder and terminating upon written notice by the AdministrativeAgent to the Debtors, their counsel, lead counsel to any officialcommittee and the Notice Parties that an Event of Default hasoccurred and is continuing, provided that in no event may theDebtors expend more than a total amount of 115% of $999,000 fromthe Petition Date through and including April 22, 2010.

Nothing in the Interim Order will authorize the disposition of anyassets of the Debtors or their bankruptcy estates outside theordinary course of business, except in accordance with the Budgetand further Court order, Judge Adler maintained. She added thatno Cash Collateral may be used by the Debtors, any officialcommittee, or any other person or entity to object to thevalidity, extent, perfection, priority or enforceability of thePrepetition Obligations, or any other rights or interests of theSecured Financing Parties, or to assert any claims against theSecured Financing Parties.

In addition to the reports and information required to be providedby the Debtors under the Prepetition Secured Loan Documents, theDebtors will provide periodic reports to the Administrative Agent,TIFIA/ Federal Highway Administrator, Caltrans and Otay RiverConstructors, which include the Weekly Budget Report, MonthlyOperating Budget Report and Project Completion Budget Report.

The Debtors developed and operate a four lane, nine mile expresstoll road in Southern California commonly referred to as the SouthBay Expressway or State Road 125. Both estimated assets and debtsof $500 million to $1 billion in their bankruptcy petitions.

SOUTH BAY EXPRESSWAY: Sec. 341 Meeting Set for April 27-------------------------------------------------------Haeji Hong, the Acting United States Trustee for Region 15, willconvene a meeting of creditors of South Bay Expressway, L.P., andCalifornia Transportation Ventures, Inc., on April 27, 2010, at9:00 a.m. Pacific Time, at the Office of the U.S. Trustee at 402West Broadway, Sixth Floor, Suite 630, in San Diego, California.

This is the first meeting of creditors required under Section341(a) of the Bankruptcy Code in the Debtors' bankruptcy cases.

Attendance by the Debtors' creditors at the meeting is welcome,but not required. The Section 341(a) meeting offers the creditorsa one-time opportunity to examine the Debtor's representativeunder oath about the Debtor's financial affairs and operationsthat would be of interest to the general body of creditors.

The Debtors developed and operate a four lane, nine mile expresstoll road in Southern California commonly referred to as the SouthBay Expressway or State Road 125. Both estimated assets and debtsof $500 million to $1 billion in their bankruptcy petitions.

SOUTH BAY EXPRESSWAY: Sues to Void Mechanics Liens on Expressway----------------------------------------------------------------Plaintiffs South Bay Expressway, L.P., and CaliforniaTransportation Ventures, Inc., filed a complaint against certainparties to resolve an issue critical to a successfulreorganization. More specifically, they want the Court todetermine whether their interest in a public transportationdemonstration project, owned by the State and authorized bystatute, be encumbered by a mechanic's lien. The Debtors arguethat a prompt resolution of the issue will shape the remainder ofthe bankruptcy case.

The Defendants are:

-- Otay River Constructors;

-- Wells Fargo Bank, National Association, as Collateral Agent on behalf of various lenders, including Banco Bilbao Vizcaya Argenteria, S.A., Depfa Bank plc, and the United States Department of Transportation, acting through the Federal Highway Administration; and

-- Intrans Group, Inc.

The Debtors developed and operate the South Bay Expressway orState Road 125. The property on which the Expressway is locatedis not owned by the Debtors, but is operated pursuant to a 35-yearbuild transfer operate franchise agreement with the state ofCalifornia Department of Transportation.

On May 22, 2003, SBX, as borrower, and (i) BBVA, as administrativeagent and joint lead arranger, (ii) Depfa Bank plc, as technicalbank and joint lead arranger, and (iii) the lenders from time-to-time party thereto entered into a Term Loan Agreement to financethe development, engineering, construction and operation of theExpressway. On the same day, SBX, as borrower, and TIFIA Lenderand, together with the Term Loan Lenders, entered into theTransportation Infrastructure Finance and Innovation Act LoanAgreement, to finance eligible project costs related to theExpressway.

SBX, as borrower, and Wells Fargo Bank, as collateral agent forthe Secured Lenders, the Administrative Agent, and Depfa, asModelling Bank and Technical Advisor under the Term Loan, enteredinto a security agreement, whereby SBX provided the CollateralAgent with a security interest in substantially all of its assets.The Debtors, as borrowers, executed a Construction and Term LoanDeed of Trust, Assignment of Leases and Revenues and FixtureFiling securing the Term Loan, and the TIFIA Loan. TheConstruction Deed of Trust was recorded in the Official Records ofSan Diego County, California. Upon conversion of theConstruction Loan, SBX entered into a lease with Caltrans and,pursuant to a certain Leasehold Deed of Trust, Assignment ofLeases and Revenues and Fixture Filing, granted a leasehold deedof trust in favor of the Chicago Title Company, as trustee for thebenefit of the Collateral Agent.

As developer of the Expressway, SBX is a party to two separatedesign build agreements, (i) one for the Gap/Connector, signed onJune 6, 2002, with final notice to proceed on August 15, 2002, andone for the Expressway, signed on May 22, 2003, with notice toproceed on the same date, with ORC, the contractor selected forconstruction of the Gap/Connector and the Expressway.

The Debtors and ORC have been engaged in arbitration proceedingsto determine the validity of more than 120 claims asserted by ORCrelating to the Gap/Connector DBA and the Expressway DBA, whichrange in value from less than $100,000 to more than $100 million.ORC recorded in the official records of San Diego County, twopurported mechanic's liens upon the Expressway, and Debtors'property rights therein, for $233,110,946 and $145,476,376 plusinterests and costs.

SBX entered into a Fixed Operating Equipment Contract with Intranson May 15, 2004, to design, furnish and install toll collection,network communications and traffic management systems on and forthe Expressway. Intrans has initiated arbitration and litigationproceedings pertaining to an alleged breach of the FOE Contract,for which Intrans alleges it has suffered at least $9,002,000 indamages. The Debtors believe that Intrans recorded in theofficial records of San Diego County, a purported mechanic's lienupon the Expressway and Debtors' property rights for $9,002,000.

ORC's and Intrans' purported mechanic's liens relate to a publicwork, for a public purpose, on the public property of the state ofCalifornia, R. Alexander Pilmer, Esq., at Kirkland & Ellis LLP, inLos Angeles, California, relates. Hence, he argues, any purportedmechanic's lien is not recognized under California law and cannotencumber any interest in the public transportation project.

Neither ORC nor Intrans commenced a work of improvement on theExpressway until some time following the execution of the TermLoan Agreement, Security Agreement and the Construction Deed ofTrust, Mr. Pilmer contends. Nor had ORC or Intrans commenced awork of improvement until after the recording of the ConstructionDeed of Trust, he continues. He adds that at the time of each oftheir commencement of work on the property at issue, ORC andIntrans were aware and had actual notice of prior securedinterests in the Expressway. Therefore, he points out, anymechanic's liens are junior to the secured claims of the SecuredParties.

An actual controversy has arisen and exists between the Debtorsand the Defendants concerning whether the Defendants' purportedmechanic's liens on Debtors' interests in the Expressway arevalid, Mr. Pilmer contends. The Debtors assert that any purportedmechanic's lien against their interests in the Expressway isinvalid.

The Debtors, therefore, ask the Court to issue a judgmentdeclaring that (i) any purported mechanic's liens against Debtors'interests in the Expressway are invalid, and (ii) any validmechanic's liens against the Debtors' interests in the Expresswayare junior in priority to the Secured Parties' claims.

The Debtors developed and operate a four lane, nine mile expresstoll road in Southern California commonly referred to as the SouthBay Expressway or State Road 125. Both estimated assets and debtsof $500 million to $1 billion in their bankruptcy petitions.

"The downgrade reflects S&P's opinion of the continuation ofoperating deficits that have characterized the city's financialmanagement for at least the past decade; a negative cash balancein audited fiscal year 2009 and negative cash balances in fourother city funds; deficit spending in fiscal 2010 that will makenegative balances worse; a structurally imbalanced budget; a weakeconomic base as indicated by a 25% decline in fiscal 2009 salestax revenues; low per capita effective income and consistentlyhigh unemployment; and low assessed value per capita," saidStandard & Poor's credit analyst Ian Carroll.

The POBs are secured by city revenues from any available source;the city does not have the ability to increase taxes to pay debtservice.

South Gate (population: approximately 103,000) is a city locatedin Los Angeles County, 12 miles southeast of downtown Los Angeles,that is 7.5 square miles in area. Several industrial andmanufacturing operations have closed or moved over the years,eliminating many of the jobs centered here. As a result, economicactivity has been limited, constraining city revenue growth.

Proceeds from the proposed offering will be used to tender forSouthern States' $82 million senior unsecured notes due 2011, andfund a contribution to the company's underfunded multi-employerpension plan.

"The affirmation of Southern States' B1 Corporate Family Ratingconsiders that the new notes will extend the company's debtmaturity profile and eliminate the need for minimum contributionsto the plan that would have been due in the next few years absentthis prefunding" said Moody's Vice President Scott Tuhy. Theratings and stable outlook also reflect Southern States' strongcompetitive position, moderate leverage, highly diversifiedcustomer base, and good liquidity. Key credit concerns includeSouthern States' low absolute profit margins and high degree ofearnings and cash flow volatility driven by factors such asweather and commodity price levels.

The B3 rating on Southern States' senior unsecured notes due 2011will be withdrawn upon repayment with proceeds from the$125 million unsecured note issue once that transaction closes.

The last rating action on Southern States was on October 23, 2008,when Moody's upgraded the company's Corporate Family Rating to B1from B2 and assigned a stable outlook.

Southern States Cooperative, Inc., is a retailer and wholesalesupplier of agricultural products and services, such asfertilizer, seed, crop protectants, animal feed, petroleum, andfarm and home supplies. The company generates annual revenues ofabout $1.7 billion.

S.J. Cheng, Chairman and Chief Executive Officer of ChipMOSindicated, "ChipMOS and Spansion have continued to work togetherin what has been the worst global economic downturn in memory. Webelieve the existing capacity in ChipMOS can fully supportSpansion for the company's long-term success. We look forward tocontinuing to provide the high-quality semiconductor testingservices for Spansion that our customers rely on us for."

"ChipMOS has been a tremendous long-term ally and strategic wafersort service provider to Spansion," said John Kispert, Spansionpresident and CEO. "We are pleased with this new long-termagreement and look forward to succeeding together."

The wafer sort services agreement will become effective upon theearlier of (i) the date the U.S. Bankruptcy Court enters an orderapproving the agreement, and such order is not stayed pendingappeal, or (ii) the date a plan of reorganization for Spansion isconfirmed by the U.S. Bankruptcy Court and becomes effective.

About ChipMOS

ChipMOS Technologies (Bermuda) Ltd. -- http://www.chipmos.com-- is a leading independent provider of semiconductor testing andassembly services to customers in Taiwan, Japan, and the U.S. Withadvanced facilities in Hsinchu and Southern Taiwan Science Parksin Taiwan and Shanghai, ChipMOS and its subsidiaries providetesting and assembly services to a broad range of customers,including leading fabless semiconductor companies, integrateddevice manufacturers and independent semiconductor foundries.

Spansion Inc., Spansion LLC, Spansion Technology LLC, SpansionInternational, Inc., and Cerium Laboratories LLC filed voluntarypetitions for Chapter 11 on March 1, 2009 (Bankr. D. Del. LeadCase No. 09-10690). On February 9, 2009, Spansion's Japanesesubsidiary, Spansion Japan Ltd., voluntarily entered into aproceeding under the Corporate Reorganization Law (Kaisha KoseiHo) of Japan to obtain protection from its creditors as part ofthe company's restructuring efforts. None of Spansion'ssubsidiaries in countries other than the United States and Japanare included in the U.S. or Japan filings. Michael S. Lurey,Esq., Gregory O. Lunt, Esq., and Kimberly A. Posin, Esq., atLatham & Watkins LLP, have been tapped as bankruptcy counsel.Michael R. Lastowski, Esq., at Duane Morris LLP, is the Delawarecounsel. Epiq Bankruptcy Solutions LLC, is the claims agent.The United States Trustee has appointed an official committee ofunsecured creditors in the case. As of September 30, 2008,Spansion disclosed total assets of US$3,840,000,000, and totaldebts of US$2,398,000,000.

Spansion Japan Ltd. filed a Chapter 15 petition on April 30, 2009(Bankr. D. Del. Case No. 09-11480). The Chapter 15 Petitioner'scounsel is Gregory Alan Taylor, Esq., at Ashby & Geddes. It saidthat Spansion Japan had US$10 million to US$50 million in assetsand US$50 million to US$100 million in debts.

The company balance sheet for March 31, 2010, showed $1.7 billionand $1.3 billion, for a $400 million stockholders' equity.

The Company generated a net loss of $5.1 million, or $0.02 perdiluted share, for the 2010 first quarter compared to a net lossof $49.5 million, or $0.21 per diluted share, for the year earlierperiod. The primary drivers of the improved operating performancewere higher gross margins, reduced asset impairments, higheraverage sales price and lower overhead costs. The 2009 firstquarter results included $30.8 million of asset impairmentcharges, $14.1 million of restructuring charges and a $5.2 milliongain on the early extinguishment of debt. The 2010 first quarterdid not include any asset impairment or restructuring charges.

Homebuilding revenues for the 2010 first quarter were$175.4 million, down 16% from $209.5 million for the 2009 firstquarter. The decrease in homebuilding revenues was drivenprimarily by a 22% decline in new home deliveries to 537 homes.The decrease in deliveries was partially due to the significantreduction in the number of completed and unsold homes availablefor sale at the beginning of the 2010 first quarter as compared tothe year earlier period and, to a lesser extent, a 7% decline inthe 2010 first quarter beginning backlog as compared to the prioryear period. The decline in deliveries was partially offset by a9% increase in consolidated average home price to $326,000,largely due to a greater proportion of homes delivered withinCalifornia during the quarter as compared to the 2009 firstquarter.

Gross margin from home sales for the 2010 first quarter was 22.7%versus an adjusted gross margin from home sales for the yearearlier period of 17.4. The 530 basis point improvement in the2010 first quarter gross margin from home sales was primarily theresult of a larger mix of California deliveries, lower directconstruction costs and, to a lesser extent, price increases inCalifornia. Excluding impairments and previously capitalizedinterest costs, gross margin from home sales for the 2010 firstquarter was 29.2% versus 23.7% for the 2009 first quarter.

The Company's 2010 first quarter SG&A expenses decreased$19.6 million, or 37%, to $32.8 million from $52.4 million in the2009 first quarter. The Company's 2009 first quarter SG&A expensesincluded $12.0 million in restructuring charges related toseverance and lease terminations. The Company's 2010 first quarterSG&A rate from home sales was 18.7% versus an adjusted rate of19.6%. The reduction in the Company's SG&A expenses was primarilythe result of lower personnel costs, commissions and model costs.

The Company generated $33.6 million of cash flows from operationsfor the 2010 first quarter versus $129.0 million for the yearearlier period. The decline in cash flows as compared to the 2009first quarter was driven primarily by a $47.1 million increase inland purchases and a 22% decline in deliveries resulting from adecrease in the number of unsold completed and under constructionhomes available for sale as of December 31, 2009 as compared toDecember 31, 2008. Cash flows from operations for the threemonths ended March 31, 2010 and 2009 included $50.8 million and$3.7 million, respectively, of land purchases and $108 million and$114 million, respectively, of federal tax refunds. Excludingland purchases and sales, cash flows from operations for the 2010first quarter were $83.9 million* versus $132.1 million* in theyear earlier period.

Net new orders for the 2010 first quarter increased 3% from the2009 first quarter to 759 homes, despite a 20% decrease in thenumber of average active selling communities, from 158 to 126.The Company's monthly sales absorption rate for the 2010 firstquarter was 2.0 per community compared to 1.5 per community forthe 2009 first quarter. The Company's cancellation rate for the2010 first quarter was 15% versus 24% for the 2009 first quarterand 21% for the 2009 fourth quarter. The total number of salescancellations for the 2010 first quarter was 133, of which 60cancellations related to homes in the Company's 2010 first quarterbeginning backlog and 73 related to orders generated during thequarter.

The dollar value of the Company's backlog increased 31% to $278.3million, or 821 homes, compared to $212.2 million, or 689 homes,for the 2009 first quarter. The increase in backlog value wasdriven primarily by an increase in the number and average price ofCalifornia homes in backlog and, to a lesser extent, increasedsales during the quarter.

During the 2010 first quarter, the Company approved the purchaseof $105 million of land, comprised of approximately 1,800 lots,76% of which are finished, 11% partially developed and 13% raw.Approximately 56% of the approved purchases are transactions withdevelopers and 25% with banks. During the same period, the Companypurchased approximately 940 lots valued at $51 million.

Approximately 42% of the $51 million in land purchases related toland located in California and 37% in the Carolinas, with thebalance spread throughout the Company's other operations. As ofMarch 31, 2010, the Company had outstanding approximately$179 million of approved land purchases and option contracts, ofwhich $113 million is expected to be purchased in 2010 and$66 million expected to be purchased in 2011 and beyond.

Ken Campbell, the Company's President and CEO commented, "I ampleased with our strong gross margins and reduced spending onoverhead. I am also encouraged by the growth in our landopportunities at prices that meet our return thresholds."

Based in Irvine, California, Standard Pacific Corp. (NYSE: SPF) --http://www.standardpacifichomes.com/-- one of the nation's largest homebuilders, has built more than 108,000 homes during its43-year history. The Company constructs homes within a wide rangeof price and size targeting a broad range of homebuyers. StandardPacific operates in many of the largest housing markets in thecountry with operations in major metropolitan areas in California,Florida, Arizona, the Carolinas, Texas, Colorado and Nevada. TheCompany provides mortgage financing and title services to itshomebuyers through its subsidiaries and joint ventures, StandardPacific Mortgage, Inc. and SPH Title.

As of December 31, 2009, the Company had $1.861 billion in totalassets against $1.421 billion in total liabilities.

* * *

Standard & Poor's Ratings Services raised its corporate creditrating on Irvine, Calif.-based homebuilder Standard Pacific Corp.to 'B' from 'CCC+'. The upgrade acknowledges improvement in thecompany's cost structure, as well as previous success inaddressing near-term maturity risk. At the same time, S&P raisedits ratings on $872 million of senior and subordinated notes andrevised its outlook on the company to stable from positive.

STERLING MINING: Silver Opportunity's $24MM Wins Auction--------------------------------------------------------Sterling Mining Company disclosed that court papers will be filedshortly seeking to approve a successful $24.0 million bid for theassets and stock of Sterling Mining Company, the operator of thehistoric Sunshine Mine. Sterling Mining Company has beenreorganizing for the last year under Chapter 11 in the UnitedStates Bankruptcy Court for the District of Idaho.

The successful bidder -- with a cash price of $24.0 million -- wasSilver Opportunity Partners LLC.

Michael Williams, President of Silver Opportunity Partners LLCcommented on the successful bid: "Silver Opportunity Partners isvery pleased to be the successful bidder for the Sunshine Mine.We not only have great respect for the historic significance ofthe Sunshine Mine but also share with the community a keen regardfor the mine's importance to the economic future of the region.As such we intend to honor the Sunshine Mine's legacy with astrong commitment to its rehabilitation in a manner that is bothenvironmentally sensitive and developmentally sustainable. Inthat effort, we look forward to working constructively andproactively with the Coeur d'Alene community upon approval of thelegal process by the US Bankruptcy Court for the District ofIdaho."

Sterling Mining Company believes that the sale to SilverOpportunity Partners LLC will be of great benefit to thebankruptcy estate, as well as to the entire Silver Valley.

The backup bidder is Minco Silver Corporation (MSV.TO). Minco isa Canadian silver mining firm, which is a creditor of SterlingMining Company.

Also participating in the auction was Alberta Star DevelopmentCorp. (TSXV-ASX), another Canadian firm.

"We will be seeking approval of the sale process on May 3, 2010,in the Bankruptcy Court for the District of Idaho, and bothSterling Mining Company and Silver Opportunity Partners LLC hopeto close the transaction shortly thereafter," stated RobertHigdem, CEO of Sterling Mining Company. Mr. Higdem also notedthat the auction justified the faith of many investors andemployees of Sterling Mining Company who have held on during thevery difficult reorganization process. It is anticipated thatthrough the bankruptcy reorganization process, distribution toSterling Mining Company's creditors, and possibly distribution toshareholders, could occur before the end of 2010.

About Sterling Mining

Based in Coeur d'Alene, Idaho, Sterling Mining Company (OTCBB:SRLMand FSE:SMX) -- http://www.SterlingMining.com/-- is a mineral resource development and exploration company. Sterling is engagedin the business of acquiring, exploring, developing and miningmineral properties primarily those containing silver andassociated base and precious metals. Sterling operates theSunshine Silver Mine in Idaho and has exploration projects inIdaho, U.S.A. Sterling was incorporated under the laws of theState of Idaho on February 3, 1903 and its common shares arecurrently listed on the OTCBB: SRLMQ and Frankfurt Stock Exchange:SMX.

As of September 30, 2008, Sterling Mining had $31.9 million intotal assets, and $13.2 million in total current liabilities and$1.6 million in total long-term liabilities. In its schedules,the Debtor listed total assets of $11,706,761 and total debts of$14,159,010.

TARRAGON CORPORATION: DIP Loan to Pay Westminster Approved----------------------------------------------------------The U.S. Bankruptcy Court for the District of New Jerseyauthorized, on a final basis, Tarragon Corporation, et al., toobtain credit and incur debt amounting to $4,820,000 from UTACapital LLC.

The Debtors will use the money to (a) pay Westminster DIP Fundingin full satisfaction of its DIP loan; and (b) pay fees due to theDIP lender.

The Debtors were unable to obtain unsecured and secured credit onmore favorable terms than those provided by the DIP lender. TheDIP lender agreed to extend loan to the Debtors on a 15% interestper annum.

As adequate protection for any diminution in value of the lender'scollateral, the Debtors will grant the DIP lender first priorityperfected liens and security interests on property and assets ofthe Debtors' estates and superpriority administrative expenseclaim, subject to carve out.

Pursuant to the agreement, it would be an event of default if theDebtors fail to obtain order confirming the Plan of Reorganizationby June 15, 2010.

Based in New York City, Tarragon Corporation (NasdaqGS:TARR) --http://www.tarragoncorp.com/-- is a leading developer of multifamily housing for rent and for sale. Tarragon's operationsare concentrated in the Northeast, Florida, Texas, and Tennessee.Tarragon and its affiliates filed for Chapter 11 protection onJanuary 12, 2009 (Bankr. D. N.J. Case No. 09-10555). The Hon.Donald H. Steckroth presides over the case.

As reported in the Troubled Company Reporter on Feb. 12, 2010,according to the amended Disclosure Statement, the Plan holders ofClass 6A - General Unsecured Claims against Tekoil($42,048,876)and Class 6B - General Unsecured Claims against Gulf Coast($33,824,809) will receive from the creditor trust in fullsatisfaction, release and discharge of and in exchange for theclaim, a pro rata share of the distributions available for Class 6creditors from the creditor trust.

Based in Houston, Tekoil & Gas Corporation and its subsidiaries-- http://www.tekoil.com/-- own interests in four oil and gas properties, including the Trinity Bay, Redfish Reef, Fishers Reef,and North Point Bolivar fields located in Galveston Bay, Texas.The company was incorporated in Florida in 2004. Edward L.Rothberg, Esq., at Weycer Kaplan Pulaski & Zuber, Nancy LeeRibaudo, Esq., and Patrick J. Neligan, Jr., Esq., at Neligan FoleyLLP, represent the Debtors as counsel. David Ronald Jones, Esq.,John F. Higgins, Esq., and Joshua Nielson Eppich, Esq., at Porter& Hedges, LLP, represent the Official Committee of UnsecuredCreditors of Tekoil & Gas Corp. as counsel. When Tekoil & GasCorp. filed for protection from its creditors, it listed assets of$10 million to $50 million, and liabilities of $10 million to$50 million.

UAL CORP: US Airways Discontinues Merger Talks----------------------------------------------US Airways Group, Inc., on Thursday said it has discontinuedrecent discussions with UAL Corporation regarding a potentialmerger between the two companies.

US Airways Chairman and CEO Doug Parker said, "US Airways has longbeen a proponent for consolidation in our industry. Asopportunities have arisen for our company to participate inconsolidation, we have taken a close and careful look at ouroptions, always with an eye on what is in the best interests ofour shareholders, customers, employees and the communities weserve.

"We have recently held discussions with United Airlines regardinga possible combination between our two airlines. After anextensive review and careful consideration, our Board of Directorshas decided to discontinue those discussions.

"While it is our policy not to comment on rumors concerningstrategic transactions, because of the persistent rumors about apossible transaction with United Airlines we believe it isappropriate to clarify the status of those negotiations. In thefuture, we will continue to follow our policy of not commenting onpotential strategic transactions until we have entered into adefinitive agreement with respect to a specific transaction.

"It remains our belief that consolidation makes sense in anindustry as fragmented as ours. Whether we participate or not,consolidation that leads to a more efficient industry better ableto withstand economic volatility, global competition and thecyclical nature of our industry is a positive outcome.

"The US Airways team is doing an outstanding job of running areliable airline, taking care of our customers and keeping ourcosts down. We are well along the road to near-term profitabilityand are well-positioned for sustainable, long-term success. As theindustry becomes less fragmented and more stable, everyone willbenefit."

* * *

According to The Wall Street Journal's Susan Carey, US Airways'withdrawal clears the way for United to focus on talks withContinental Airlines Inc. over a possible combination. But Ms.Carey notes US Airways' exit reduces the pressure on Continentalto consummate such a deal.

Ms. Carey reports that one person familiar with the matter saidthe recent United-US Airways talks were "deep and earnest" anduncovered synergies from cutting costs and capturing addedrevenue. Ms. Carey relates another person familiar with thematter said the airlines couldn't agree on the exchange ratio in ashare swap or who would run a combined entity. The Journal'ssource also said US Airways directors "didn't feel like waitingaround" and didn't want to "provide more leverage for United in[the Continental] discussions."

According to the Journal, two people with knowledge of the mattersaid Continental was caught off-guard by media reports that Unitedand US Airways were in deep talks. Those two sources told theJournal that Jeff Smisek, Continental's new CEO, called GlennTilton, his counterpart at UAL, late last week and due diligencewas begun on a potential deal that would be a stock swap. Butgiven what happened two years ago, when Continental rejectedUnited as a partner, everyone is proceeding cautiously, thesources told the Journal, adding talks could break down.

About Continental Airlines

Continental Airlines Inc. (NYSE: CAL) --http://www.continental.com/-- is the world's fifth largest airline. Continental, together with Continental Express andContinental Connection, has more than 2,400 daily departuresthroughout the Americas, Europe and Asia, serving 130 domestic and132 international destinations. Continental is a member of StarAlliance, which provides access to more than 900 additional pointsin 169 countries via 24 other member airlines. With more than41,000 employees, Continental has hubs serving New York, Houston,Cleveland and Guam, and together with its regional partners,carries roughly 63 million passengers per year.

At December 31, 2009, Continental had total assets of$12.781 billion against total current liabilities of$4.389 billion; long-term debt and capital leases of$5.291 billion; deferred income taxes of $203 million; accruedpension liability of $1.248 billion; accrued retiree medicalbenefits of $216 million; and other liabilities of $844 million.At December 31, 2009, the Company had accumulated deficit of$442 million, accumulated other comprehensive loss of$1.185 billion and stockholders' equity of $590 million. TheDecember 31 balance sheet showed strained liquidity: Continentalhad total current assets of $4.373 billion against total currentliabilities of $4.389 billion.

* * *

As reported by the Troubled Company Reporter on September 4, 2009,Standard & Poor's Ratings Services lowered its issue-level ratingson all senior unsecured debt of Continental to 'CCC+' from 'B-'and revised the recovery ratings on certain unsecured debt issues,excluding industrial revenue bonds, to '6' from '5'. At the sametime, S&P affirmed its 'B' corporate credit rating and secureddebt ratings on Continental.

The ratings on Continental's unsecured debt are based principallyon declining aircraft values caused by the global aviationdownturn. This could result in reduced asset protection forunsecured creditors if Continental were to file for bankruptcy.

Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA) --http://www.united.com/-- is the holding company for United Airlines, Inc. United Airlines is the world's second largest aircarrier. The airline flies to Brazil, Korea and Germany.

US Airways -- http://www.usairways.com/-- along with US Airways Shuttle and US Airways Express, operates more than 3,000 flightsper day and serves more than 190 communities in the U.S., Canada,Mexico, Europe, the Middle East, the Caribbean, Central and SouthAmerica.

Under a Chapter 11 plan declared effective on March 31, 2003,USAir emerged from bankruptcy with the Retirement Systems ofAlabama taking a 40% equity stake in the deleveraged carrier inexchange for $240 million infusion of new capital.

As of December 31, 2009, US Airways had total assets of$7,454,000,000, including $2,331,000,000 in total current assets,against total current liabilities of $2,789,000,000 and totalnoncurrent liabilities and deferred credits of $5,020,000,000,resulting in $355,000,000 stockholders' deficit.

UAL CORP: Continental Said to Weigh No-Premium Stock Deal---------------------------------------------------------UAL Corp.'s United Airlines and Continental Airlines Inc. areconsidering a stock-for-stock merger with no market premiumBloomberg News reports, citing two people with knowledge of thetalks.

According to Bloomberg, the people familiar with the private talkssaid that under the merger UAL Chief Executive Officer GlennTilton, 62, would become chairman while Continental CEO JeffSmisek, 55, would become CEO. The terms aren't final and a dealmay be more than a week away, the people said.

Bloomberg News said at merger would create a company valued atmore than $6 billion. Putting together United and Continentalwould create the world's largest carrier by passenger traffic,surpassing Delta Air Lines Inc.

The discussions were described after US Airways Group Inc. said ithad ended merger talks with United, leaving United and Continentalas the focus of industry consolidation.

About Continental Airlines

Continental Airlines Inc. (NYSE: CAL) --http://www.continental.com/-- is the world's fifth largest airline. Continental, together with Continental Express andContinental Connection, has more than 2,400 daily departuresthroughout the Americas, Europe and Asia, serving 130 domestic and132 international destinations. Continental is a member of StarAlliance, which provides access to more than 900 additional pointsin 169 countries via 24 other member airlines. With more than41,000 employees, Continental has hubs serving New York, Houston,Cleveland and Guam, and together with its regional partners,carries roughly 63 million passengers per year.

At December 31, 2009, Continental had total assets of$12.781 billion against total current liabilities of$4.389 billion; long-term debt and capital leases of$5.291 billion; deferred income taxes of $203 million; accruedpension liability of $1.248 billion; accrued retiree medicalbenefits of $216 million; and other liabilities of $844 million.At December 31, 2009, the Company had accumulated deficit of$442 million, accumulated other comprehensive loss of$1.185 billion and stockholders' equity of $590 million. TheDecember 31 balance sheet showed strained liquidity: Continentalhad total current assets of $4.373 billion against total currentliabilities of $4.389 billion.

* * *

As reported by the Troubled Company Reporter on September 4, 2009,Standard & Poor's Ratings Services lowered its issue-level ratingson all senior unsecured debt of Continental to 'CCC+' from 'B-'and revised the recovery ratings on certain unsecured debt issues,excluding industrial revenue bonds, to '6' from '5'. At the sametime, S&P affirmed its 'B' corporate credit rating and secureddebt ratings on Continental.

The ratings on Continental's unsecured debt are based principallyon declining aircraft values caused by the global aviationdownturn. This could result in reduced asset protection forunsecured creditors if Continental were to file for bankruptcy.

Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA) --http://www.united.com/-- is the holding company for United Airlines, Inc. United Airlines is the world's second largest aircarrier. The airline flies to Brazil, Korea and Germany.

US Airways -- http://www.usairways.com/-- along with US Airways Shuttle and US Airways Express, operates more than 3,000 flightsper day and serves more than 190 communities in the U.S., Canada,Mexico, Europe, the Middle East, the Caribbean, Central and SouthAmerica.

Under a Chapter 11 plan declared effective on March 31, 2003,USAir emerged from bankruptcy with the Retirement Systems ofAlabama taking a 40% equity stake in the deleveraged carrier inexchange for $240 million infusion of new capital.

As of December 31, 2009, US Airways had total assets of$7,454,000,000, including $2,331,000,000 in total current assets,against total current liabilities of $2,789,000,000 and totalnoncurrent liabilities and deferred credits of $5,020,000,000,resulting in $355,000,000 stockholders' deficit.

UAL CORP: Boeing 777s Upgraded to Add New Perks-----------------------------------------------United Air Lines, Inc., is upgrading the look of its Boeing 777aircraft used in certain overseas flights to add perks like videoon demand for passengers flying in cheap seats, Julie Johnsson ofChicago Tribune reports.

Ms. Johnsson says the upgrade is in light of United's aim toimprove passengers' on-board experience and to bring its servicecloser to that of overseas carriers, including Emirates andSingapore Airlines. United derives much of its profit frominternational flights, she notes.

United is also adding about 21 seats to its Economy Plus cabin andtwo extra seats in coach, Ms. Johnsson says. This shift reflectstravel policies adopted by many companies that require employeesto fly in coach rather than in business class, she explains.

About UAL Corporation

Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA) --http://www.united.com/-- is the holding company for United Airlines, Inc. United Airlines is the world's second largest aircarrier. The airline flies to Brazil, Korea and Germany.

UAL CORP: Circuit Court Affirms Denial of Carr Late Appeal----------------------------------------------------------To recall, Judge John W. Darrah of the U.S. District Court for theNorthern District of Illinois affirmed the U.S. Bankruptcy Courtfor the Northern District of Illinois' refusal to allow PhyllisCarr's late appeal.

Judges Frank H. Easterbrook, Richard D. Cudahy and Ilana DiamondRovner of the U.S. Court of Appeals of the Seventh Circuitaffirmed the District Court's order refusing to allow Ms. Carr'sAppeal.

The Circuit Court panel of judges held that under Rule 8002(c)(2)of the Federal Rules of Bankruptcy Procedure, a bankruptcy courtcan extend a 10-day limit for filing a notice of appeal only ifthe movant establishes excusable neglect. The Bankruptcy Courtreasoned that Ms. Carr's reliance on her counsel to file a timelyappeal was not excusable because she knew three months earlierthat her counsel was ill and scaling back her caseload, theCircuit Court noted.

Like any client, Ms. Carr is accountable for the inattentivenessof her attorney, the Circuit Court averred. Aware that herlawyer's reliability was questioned, Ms. Carr remained with thatlawyer, a decision that was entirely within her control, theCircuit Court further opined. As the Bankruptcy Court found, Ms.Carr cited no reason for her late filing of an appeal other thanthe illness known to her when she filed her pro se motion tovacate three months earlier, the Circuit Court pointed out.

Under those circumstances, the Bankruptcy Court did not abuse itsdiscretion to allow a tardy appeal, the Circuit Court held.

A three-page copy of a Non-Precedential Disposition entered by theCircuit Court on December 10, 2009 is available for free at:

Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA) --http://www.united.com/-- is the holding company for United Airlines, Inc. United Airlines is the world's second largest aircarrier. The airline flies to Brazil, Korea and Germany.

UAL CORP: Offers Salary Increase to Flight Attendants-----------------------------------------------------United Air Lines, Inc., said it would bring its flight attendantsup to the pay scale of their counterparts at Continental AirlinesInc. in exchange for changes in work rules, Joshua Freed of TheAssociated Press reports.

Doug McKeen, United's senior vice president for labor relations,disclosed in a letter to flight attendants that certainexperienced flight attendants would get raises of more than 10% ifthey were brought up to the pay of those at Continental, AP notes.In turn, United wants concessions like more flexibility over whichhotels flight attendants stay at, and reductions in benefitsearned by flight attendants who trade their flying time, AP says.

Mr. McKeen was quoted in the Letter as saying that the reasonContinental can afford to pay those rates is that the airlineenjoys significant advantages over United in the areas of workrules and benefit costs, AP discloses. United is also usingContinental's contract as a basis for a new agreement at United,AP relates, citing the Letter.

As previously reported, United flight attendants protested overUnited's failure to negotiate a new contract, negotiations ofwhich began on April 6, 2009.

Greg Davidowitch, head of the Association of Flight Attendants-CWAat United, said in a public statement that United has not made aformal wage proposal, AP relates. In the statement, he added, "Wewill not agree to the wholesale destruction of portions of ourcontract to pay for any perceived improvements."

About UAL Corporation

Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA) --http://www.united.com/-- is the holding company for United Airlines, Inc. United Airlines is the world's second largest aircarrier. The airline flies to Brazil, Korea and Germany.

UAL CORP: Satisfies Escrow Condition on Two Private Offerings-------------------------------------------------------------United Air Lines said it satisfied the escrow conditions and theproceeds from the two private offerings on January 15, 2010consisting of $500,000,000 aggregate principal amount of 9.875%Senior Secured Notes due 2013 and $200,000,000 aggregate principalamount of 12.000% Senior Second Lien Notes due 2013, were releasedfrom escrow.

In addition, United entered into the Priority Lien SecurityAgreement dated as of April 19, 2010 between United and WilmingtonTrust FSB, as collateral trustee and the Junior Lien SecurityAgreement dated as of April 19, 2010, between United and theCollateral Trustee, perfecting its interest in the collateralsecuring United's obligations under the Notes in favor of theCollateral Trustee.

Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA) --http://www.united.com/-- is the holding company for United Airlines, Inc. United Airlines is the world's second largest aircarrier. The airline flies to Brazil, Korea and Germany.

US AIRWAYS: Discontinues Merger Talks with United-------------------------------------------------US Airways Group, Inc., on Thursday said it has discontinuedrecent discussions with UAL Corporation regarding a potentialmerger between the two companies.

US Airways Chairman and CEO Doug Parker said, "US Airways has longbeen a proponent for consolidation in our industry. Asopportunities have arisen for our company to participate inconsolidation, we have taken a close and careful look at ouroptions, always with an eye on what is in the best interests ofour shareholders, customers, employees and the communities weserve.

"We have recently held discussions with United Airlines regardinga possible combination between our two airlines. After anextensive review and careful consideration, our Board of Directorshas decided to discontinue those discussions.

"While it is our policy not to comment on rumors concerningstrategic transactions, because of the persistent rumors about apossible transaction with United Airlines we believe it isappropriate to clarify the status of those negotiations. In thefuture, we will continue to follow our policy of not commenting onpotential strategic transactions until we have entered into adefinitive agreement with respect to a specific transaction.

"It remains our belief that consolidation makes sense in anindustry as fragmented as ours. Whether we participate or not,consolidation that leads to a more efficient industry better ableto withstand economic volatility, global competition and thecyclical nature of our industry is a positive outcome.

"The US Airways team is doing an outstanding job of running areliable airline, taking care of our customers and keeping ourcosts down. We are well along the road to near-term profitabilityand are well-positioned for sustainable, long-term success. As theindustry becomes less fragmented and more stable, everyone willbenefit."

* * *

According to The Wall Street Journal's Susan Carey, US Airways'withdrawal clears the way for United to focus on talks withContinental Airlines Inc. over a possible combination. But Ms.Carey notes US Airways' exit reduces the pressure on Continentalto consummate such a deal.

Ms. Carey reports that one person familiar with the matter saidthe recent United-US Airways talks were "deep and earnest" anduncovered synergies from cutting costs and capturing addedrevenue. Ms. Carey relates another person familiar with thematter said the airlines couldn't agree on the exchange ratio in ashare swap or who would run a combined entity. The Journal'ssource also said US Airways directors "didn't feel like waitingaround" and didn't want to "provide more leverage for United in[the Continental] discussions."

According to the Journal, two people with knowledge of the mattersaid Continental was caught off-guard by media reports that Unitedand US Airways were in deep talks. Those two sources told theJournal that Jeff Smisek, Continental's new CEO, called GlennTilton, his counterpart at UAL, late last week and due diligencewas begun on a potential deal that would be a stock swap. Butgiven what happened two years ago, when Continental rejectedUnited as a partner, everyone is proceeding cautiously, thesources told the Journal, adding talks could break down.

About Continental Airlines

Continental Airlines Inc. (NYSE: CAL) --http://www.continental.com/-- is the world's fifth largest airline. Continental, together with Continental Express andContinental Connection, has more than 2,400 daily departuresthroughout the Americas, Europe and Asia, serving 130 domestic and132 international destinations. Continental is a member of StarAlliance, which provides access to more than 900 additional pointsin 169 countries via 24 other member airlines. With more than41,000 employees, Continental has hubs serving New York, Houston,Cleveland and Guam, and together with its regional partners,carries roughly 63 million passengers per year.

At December 31, 2009, Continental had total assets of$12.781 billion against total current liabilities of$4.389 billion; long-term debt and capital leases of$5.291 billion; deferred income taxes of $203 million; accruedpension liability of $1.248 billion; accrued retiree medicalbenefits of $216 million; and other liabilities of $844 million.At December 31, 2009, the Company had accumulated deficit of$442 million, accumulated other comprehensive loss of$1.185 billion and stockholders' equity of $590 million. TheDecember 31 balance sheet showed strained liquidity: Continentalhad total current assets of $4.373 billion against total currentliabilities of $4.389 billion.

* * *

As reported by the Troubled Company Reporter on September 4, 2009,Standard & Poor's Ratings Services lowered its issue-level ratingson all senior unsecured debt of Continental to 'CCC+' from 'B-'and revised the recovery ratings on certain unsecured debt issues,excluding industrial revenue bonds, to '6' from '5'. At the sametime, S&P affirmed its 'B' corporate credit rating and secureddebt ratings on Continental.

The ratings on Continental's unsecured debt are based principallyon declining aircraft values caused by the global aviationdownturn. This could result in reduced asset protection forunsecured creditors if Continental were to file for bankruptcy.

Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA) --http://www.united.com/-- is the holding company for United Airlines, Inc. United Airlines is the world's second largest aircarrier. The airline flies to Brazil, Korea and Germany.

US Airways -- http://www.usairways.com/-- along with US Airways Shuttle and US Airways Express, operates more than 3,000 flightsper day and serves more than 190 communities in the U.S., Canada,Mexico, Europe, the Middle East, the Caribbean, Central and SouthAmerica.

Under a Chapter 11 plan declared effective on March 31, 2003,USAir emerged from bankruptcy with the Retirement Systems ofAlabama taking a 40% equity stake in the deleveraged carrier inexchange for $240 million infusion of new capital.

As of December 31, 2009, US Airways had total assets of$7,454,000,000, including $2,331,000,000 in total current assets,against total current liabilities of $2,789,000,000 and totalnoncurrent liabilities and deferred credits of $5,020,000,000,resulting in $355,000,000 stockholders' deficit.

US AIRWAYS: Inks Pacts With Delta on Takeoff & Landing Rights-------------------------------------------------------------Delta Air Lines and US Airways announced an agreement onMarch 22, 2010, to transfer to four airlines 12 percent of thetakeoff and landing slots involved in a previously announcedtransaction between the carriers at New York's LaGuardia andWashington's Reagan National airports. The transfers arecontingent upon Federal Aviation Administration (FAA) approval andthe subsequent closing of the originally proposed Delta-US Airwaystransaction, according to a company statement.

In comments filed with the U.S. government, Delta said it hasconcluded agreements with AirTran Airways, Spirit Airlines andWestJet to transfer up to five pairs each of takeoff and landingslots at LaGuardia. In a separate transaction, US Airways hasagreed to transfer five pairs of Reagan National slots to JetBlueAirways.

AirTran, Spirit, WestJet and JetBlue are each considered limitedincumbents or new entrant airlines by the FAA at these airports.In recent filings, the four airlines urged the government toapprove the proposed Delta-US Airways slot transaction.

Under Delta and US Airways' originally announced proposal, USAirways would transfer 125 operating slot pairs to Delta atLaGuardia and Delta would transfer 42 operating slot pairs to USAirways at Reagan National. US Airways also would gain access tothe key international destinations of Sao Paulo and Tokyo-Narita.

With the new six-way agreement, Delta would operate an additional110 slot pairs at LaGuardia; AirTran, Spirit and WestJet wouldobtain five slot pairs each at LaGuardia from Delta; US Airwayswould acquire 37 slot pairs at Reagan National; JetBlue wouldgain five slot pairs from US Airways at Reagan National; and USAirways would gain access to Sao Paulo and Tokyo.

As previously outlined by Delta and US Airways, the airlines'proposed transaction would add flights to a number of cities fromboth the New York and Washington, D.C. markets.

In New York, Delta will add or preserve service to dozens ofsmall- and medium-sized communities while adding service in anumber of markets not currently served by US Airways. Theairline would also begin a multimillion dollar constructionprogram at LaGuardia to connect the existing Delta and US Airwaysterminals. Delta has estimated that the transaction willgenerate as many as 7,000 new jobs in the New York City areadriven by the construction of new facilities and the addition ofservice.

In Washington, D.C., US Airways will add 15 new, dailydestinations to its schedule, including eight routes thatcurrently have no daily nonstop service to Reagan National on anyairline. US Airways plans to fly to all of the destinations thatDelta decides to discontinue as a result of this transaction.The airline also will significantly expand its use of largerdual-class jets by nearly 50 percent at Reagan National.

Delta and US Airways on Aug. 12, 2009 announced their plans totransfer slots at LaGuardia and Reagan National airports. OnFeb. 9, 2010, the FAA granted conditional approval of thetransaction with a requirement that slots be divested at bothairports. As part of their filings, Delta and US Airways alsosubmitted comments challenging the legal basis for thedivestiture requirement. Delta and US Airways confirmed intoday?s filings that they do not intend to go forward with thetransaction on the conditions stated in the FAA?s Feb. 9 notice,if the original transaction, as modified by today?s agreement, isnot approved.

"The pilots of Southwest support our Company's request for a freemarket process to take place regarding these open slots in twovery key destinations," said Capt. Carl Kuwitzky, SWAPA President."But we also support the benefit to the public of a low-costcarrier providing true competition for flyers in these markets."

On March 22, after the DOT comment deadline closed, Delta andUSAirways announced a revision to their proposal: they would agreeto divest some slots, but only if they could hand-pick foursmaller airlines to be given those slots. Southwest Airlines waspurposely excluded from an opportunity to bid.

"An economic expert estimates that Southwest's service to LGA andDCA would save the public approximately $200 million, annually, ifSouthwest were given the opportunity to acquire the slots,"continued Kuwitzky. "This proposal is a back-room dealspecifically designed to keep Southwest Airlines and its low-faremodel away from these airports permanently."

About US Airways

US Airways -- http://www.usairways.com/-- along with US Airways Shuttle and US Airways Express, operates more than 3,000 flightsper day and serves more than 190 communities in the U.S., Canada,Mexico, Europe, the Middle East, the Caribbean, Central and SouthAmerica.

Under a Chapter 11 plan declared effective on March 31, 2003,USAir emerged from bankruptcy with the Retirement Systems ofAlabama taking a 40% equity stake in the deleveraged carrier inexchange for $240 million infusion of new capital.

As of December 31, 2009, US Airways had total assets of$7,454,000,000, including $2,331,000,000 in total current assets,against total current liabilities of $2,789,000,000 and totalnoncurrent liabilities and deferred credits of $5,020,000,000,resulting in $355,000,000 stockholders' deficit.

US AIRWAYS: Reports March 2010 Traffic Results----------------------------------------------US Airways Group, Inc. (NYSE: LCC) announced March and year-to-date 2010 traffic results. Mainline revenue passenger miles(RPMs) for the month were 4.9 billion, down 0.1 percent versusMarch 2009. Mainline capacity was 5.9 billion available seatmiles (ASMs), down 1.7 percent versus March 2009. Passenger loadfactor for the month of March was 83.2 percent, up 1.3 pointsversus March 2009.

US Airways President Scott Kirby said, "Our March consolidated(mainline and Express) passenger revenue per available seat mile(PRASM) increased approximately 18 percent versus the same periodlast year while total revenue per available seat mile increasedapproximately 20 percent on a year-over-year basis. The positivemomentum that we have seen in the revenue environment hascontinued with particularly strong year-over-year growth in bookedyields."

For the month of March, US Airways' preliminary on-timeperformance as reported to the U.S. Department of Transportation(DOT) was 80.9 percent with a completion factor of 98.6 percent.

These summarizes US Airways Group's traffic results for the monthand year-to-date ended March 31, 2010 and 2009, consisting ofmainline operated flights as well as US Airways Express flightsoperated by wholly owned subsidiaries PSA Airlines and PiedmontAirlines.

US Airways is also providing a brief update on notable companyaccomplishments during the month of March:

* Announced an agreement with Delta Air Lines to divest 12 percent of the takeoff and landing slots involved in a previously announced transaction between the carriers at New York's LaGuardia and Washington's Reagan National airports to four airlines. Under the new six-way agreement, Delta would obtain an additional 110 slot pairs at LaGuardia; AirTran, Spirit and WestJet would obtain five slot pairs each at LaGuardia. US Airways would acquire approximately 37 slot pairs at Reagan National; JetBlue would gain five slot pairs at Reagan National. Finally, US Airways would gain access to Sao Paulo and Tokyo. The divestitures are contingent upon Federal Aviation Administration (FAA) approval and the subsequent closing of the originally proposed Delta-US Airways transaction.

* Launched a new wireless Internet product, Gogo(R) Inflight Internet, on five of its Airbus A321 aircraft. Gogo, which is provided by Aircell, allows passengers to use their laptops or Wi-Fi enabled mobile devices to surf the Web, E-mail friends and family, log into corporate Virtual Private Networks (VPN) and access online entertainment options. By June 1, all 51 A321s in US Airways' fleet will be Gogo-equipped.

* Detailed four new routes from the East Coast to Mexico and Canada

* From its largest hub, Charlotte, N.C.

* On May 31, begin daily, year-round service to Ottawa. The new service will be on a 50-seat CRJ-200 regional jet operated by US Airways Express carrier Air Wisconsin.

* On June 5, begin year-round service to Puerto Vallarta and Los Cabos, Mexico. Both routes will operate on an Airbus A319 aircraft with seating for 124 customers (12 First Class, 112 main cabin). The new service to Mexico complements US Airways' existing service to both cities from its Phoenix hub.

* From Philadelphia

* On June 1, the Company will launch its first-ever service to Halifax, Nova Scotia. The year-round daily flights to Halifax will be operated by US Airways Express partner Air Wisconsin on a 50-seat CRJ-200 regional jet.

* Announced the resumption of nonstop service between Baton Rouge, La., and Charlotte, N.C. on June 24 after a seven- year hiatus. Three daily flights will be operated by US Airways Express carrier PSA Airlines operating 50-seat CRJ- 200 regional jets.

About US Airways

US Airways -- http://www.usairways.com/-- along with US Airways Shuttle and US Airways Express, operates more than 3,000 flightsper day and serves more than 190 communities in the U.S., Canada,Mexico, Europe, the Middle East, the Caribbean, Central and SouthAmerica.

Under a Chapter 11 plan declared effective on March 31, 2003,USAir emerged from bankruptcy with the Retirement Systems ofAlabama taking a 40% equity stake in the deleveraged carrier inexchange for $240 million infusion of new capital.

As of December 31, 2009, US Airways had total assets of$7,454,000,000, including $2,331,000,000 in total current assets,against total current liabilities of $2,789,000,000 and totalnoncurrent liabilities and deferred credits of $5,020,000,000,resulting in $355,000,000 stockholders' deficit.

VALENCE TECHNOLOGY: Regains Compliance with NASDAQ Rule-------------------------------------------------------Valence Technology, Inc., on April 20, 2010, received a letterfrom The NASDAQ Stock Market confirming that the closing bid priceof the Company's common stock has been at $1.00 per share orgreater for at least 10 consecutive business days. On March 8,2010, the Company had received written notice from The NASDAQStock Market indicating that the Company was not in compliancewith the $1.00 minimum bid price requirement for continued listingon the NASDAQ Capital Market, as set forth in Listing Rule5550(a)(2). The Company was provided a 180-day grace period,scheduled to end September 7, 2010, to regain compliance with theListing Rule. As a result of the Company's having satisfied theminimum bid price requirement for at least 10 consecutive businessdays, The NASDAQ Stock Market has informed the Company that thismatter is now closed.

Austin, Texas-based Valence Technology, Inc. (NASDAQ: VLNC) --http://www.valence.com/-- is a global leader in the development of safe, long-life lithium iron magnesium phosphate energy storagesolutions and provides the enabling technology behind some of theworld's most innovative and environmentally friendly applications.Valence Technology has its Research & Development Center inNevada, its Europe/Asia Pacific Sales office in Northern Irelandand global fulfillment centers in North America and Europe.

VANITY EVENTS: Recurring Losses Prompt Going Concern Doubt----------------------------------------------------------Vanity Events Holding, Inc., filed on April 19, 2010, its annualreport on Form 10-K for the year ended December 31, 2009.

RBSM LLP, in New York, expressed substantial doubt about theCompany's ability to continue as a going concern. The independentauditors noted that of the Company's recurring losses fromoperations.

The Company reported a net loss of $1,547,471 on $72,031 ofrevenue for 2009, compared with a net loss of $314,085 on $62,356of revenue for 2008.

The Company's balance sheet as of December 31, 2009, showed$1,519,767 in assets, $313,204 of debts, and $1,206,563 ofstockholders' equity.

VEBLEN WEST: Gets Interim Okay to Use AgStar's Cash Collateral--------------------------------------------------------------Veblen West Dairy LLP sought and obtained interim authorizationfrom the Hon. Charles L. Nail, Jr., of the U.S. Bankruptcy Courtfor the District of South Dakota to use the cash collateral ofAgStar Financial Services, PCA, and AgStar Financial Services,FLCA.

Bryant D. Tchida, Esq., at Leonard, Street And Deinard, theattorney for the Debtor, explains that the Debtor needs the moneyto fund its Chapter 11 case, pay suppliers and other parties. TheDebtors will use the collateral pursuant to a budget, a copy ofwhich is available for free at:

VINEYARD NATIONAL: FDIC Claim May Wipe Out Unsecured's Recovery---------------------------------------------------------------The Federal Deposit Insurance Corp. has filed an objection to theJoint Plan of Liquidation and Disclosure Statement filed byVineyard National Bancorp. Among other things, the FDIC claims asuper priority claim to certain assets of the estate. Vineyardwarned in a regulatory filing that if the FDIC's claim issuccessful, it will reduce or potentially eliminate any assetsavailable for distribution to the general unsecured creditors.

The Court approved the Disclosure Statement explaining theDebtor's Plan dated February 4, 2010 and solicitation of ballotscommenced on March 8, 2010. A confirmation hearing for the JointPlan was originally scheduled for April 8, 2010. Due to anobjection to the Joint Plan filed by the FDIC, the confirmationhearing has been continued until May 12, 2010, to allow theparties to respond to the FDIC objection.

In December 2009, the Official Committee of the UnsecuredCreditors appointed in Vineyard's case filed a lawsuit againstcertain directors and officers of the Debtor.

The Debtor also disclosed that recent changes in the tax rulespermit a five-year carry back of net operating losses, which maygenerate additional assets for the bankruptcy estate.

Vineyard also said it is unable to its Quarterly Report on Form10-Q for the quarter ended March 31, 2010, within the prescribedtime period, without unreasonable effort or expense. The Companyalso said it is unlikely that the Company will be able to completeand file its 2008 Form 10-K, its March 2009 Form 10-Q, its June2009 Form 10-Q, its September 2009 Form 10-Q, its 2009 Form 10-Kor its March 2010 Form 10-Q at anytime in the foreseeable future.In lieu of filing such annual and periodic reports and financialstatements, the Company has been filing monthly operating reportswith the Office of the United States Trustee.

About Vineyard National

Vineyard National Bancorp (NASDAQ: VNBC) (AMEX: VXC.PR.D) --http://www.vineyardbank.com/-- was the financial holding company, which provides a variety of lending and depository services tobusinesses and individuals through its wholly owned subsidiary,Vineyard Bank, National Association.

Vineyard Bank was closed July 17 by regulators, which appointedthe Federal Deposit Insurance Corporation as receiver. To protectthe depositors, the FDIC entered into a purchase and assumptionagreement with California Bank & Trust, San Diego, California, toassume all of the deposits of Vineyard Bank, N.A., excluding thosefrom brokers.

As of March 31, 2009, Vineyard Bank, N.A., had total assets of$1.9 billion and total deposits of approximately $1.6 billion. Inaddition to assuming all of the deposits of the failed bank,California Bank & Trust agreed to purchase approximately$1.8 billion of assets. The FDIC will retain the remaining assetsfor later disposition. California Bank & Trust purchased alldeposits, except about $134 million in brokered deposits, held byVineyard Bank, N.A.

WASHINGTON MUTUAL: May Have Annual Shareholders' Meeting--------------------------------------------------------U.S. Bankruptcy Judge Mary F. Walrath granted a motion by theofficial equity committee in Washington Mutual Inc.'s casesallowing a suit to be filed in Washington state where stockholderswill seek to compel the holding of an annual meeting. At themeeting, the shareholders may elect new members of the board.

Washington Mutual previously requested for disbandment of theequity panel, and opposed the request for a shareholders' meeting.

Washington Mutual Bank was taken over September 25 by U.S.government regulators. The next day, WaMu and its affiliate, WMIInvestment Corp., filed separate petitions for Chapter 11 relief(Bankr. D. Del. 08-12229 and 08-12228, respectively). Wamu owns100% of the equity in WMI Investment. Weil Gotshal & Mangesrepresents the Debtors as counsel. When WaMu filed for protectionfrom its creditors, it listed assets of $32,896,605,516 and debtsof $8,167,022,695. WMI Investment listed assets of $500,000,000to $1,000,000,000 with zero debts.

Peter Calamari, Esq., and David Elsberg, Esq., at Quinn EmanuelUrquhart Oliver & Hedges, LLP, served as legal counsel to WMI withresponsibility for the litigation. Brian Rosen, Esq., at Weil,Gotshal & Manges LLP served as legal counsel to WMI withresponsibility for the chapter 11 case.

WASHINGTON MUTUAL: Asserts Counterclaim Against Equity Committee----------------------------------------------------------------Washington Mutual, Inc., and its debtor-affiliates argue that in adesperate, self-interested, and reckless attempt to scuttle theirChapter 11 Plan of Reorganization, the Equity Committee seeks toseize control them in a scheme to compel them to hold a "hasty"annual meeting, force them to bear the cost of a proxy contest byincluding the Equity Committee to a slate of hand-picked directorson the Debtors' proxy materials, and gain a waiver of quorum.

As previously reported, the Equity Committee filed an adversarycomplaint, asking the Bankruptcy Court to compel WaMu to scheduleand hold an annual shareholders' meeting on a certain datepursuant to Sections 23B.07.030 and 23B.07.010 of the Revised Codeof Washington. The Equity Committee pointed out that WaMu has notheld an annual meeting of shareholders since April 15, 2008. TheEquity Committee also asked the Court to enter a summary judgmentin its favor and require that WaMu schedule the meeting inApril 2010.

Representing the Debtors, Mark D. Collins, Esq., at Richards,Layton & Finger, in Wilmington, Delaware, acknowledges that theU.S. Trustee formed the Equity Committee so that the interests ofWaMu's shareholders would have a voice in the Chapter 11 cases."Now," he points out, "the Equity Committee seeks to have thatvoice heard louder than all others."

The Equity Committee's Complaint relies on the mistaken assertionthat shareholders have "a virtually absolute right" to hold ashareholder meeting to elect directors, Mr. Collins contends.There are limitations on the exercise of shareholders' rightsduring a bankruptcy process, he relates.

Moreover, Mr. Collins specifies, serious questions abound as towhether the Equity Committee possesses the resources toeffectuate a proxy solicitation, which costs must be borne by theshareholders, not by the estate. "If the Equity Committee cannotfund [the solicitation] expenses . . . the Equity Committee'sactions constitute clear abuse, because it would render theputative annual meeting an expensive exercise with no proxycontest and no practical effect."

In view of the critical juncture at which the Chapter 11 Casesrest, the Court should exercise its discretion to ensure that theDebtors are not forced to incur wasteful expenses and enduredistractions from seeking to consummate the Agreement and confirmthe Plan, Mr. Collins maintains.

The Debtors also filed a counterclaim to the Equity Committee'scomplaint, seeking to "[enjoin] the Equity Committee frombringing suit or prosecuting an action, in any forum, that seeksto compel a meeting of WaMu shareholders."

In a separate declaration filed with the Court, Brian S. Rosen,Esq., at Weil, Gotshal & Manges LLP, in New York, contended that"there has been no discovery conference" since the EquityCommittee filed its Complaint on March 11, 2010. The Debtorshave not yet had the opportunity to take any discovery on theEquity Committee. In the alternative and at a minimum, theDebtors require discovery in order to establish further factualdisputes and fully and properly oppose the Motion, Mr. Rosenasserts.

Hoffman, Et Al., File Joinders to Equity Committee's Complaint

Daniel Hoffman, Morgan Bannister, Russell Endsley and TimothyMorris argued that the Debtors plan to avoid an annual meeting onthe eve of filing a Chapter 11 Plan that professes that there isno value for shareholders and will wipe them out, while leavingcreditors with only the slightest of impairment.

Messrs. Hoffman, Morgan, Bannister, Endsley and Morris told JudgeWalrath that they have been authorized to represent to the Court"3,505 shareholders of [WaMu]."

Contrary to the Debtors' assertion, Jay Carl Locke argued in aseparate joinder that the Debtors' counsel, Weil Gotshal, "hasnot been working diligently trying to maximize the value of itsestate at all."

Washington Mutual Bank was taken over September 25 by U.S.government regulators. The next day, WaMu and its affiliate, WMIInvestment Corp., filed separate petitions for Chapter 11 relief(Bankr. D. Del. 08-12229 and 08-12228, respectively). Wamu owns100% of the equity in WMI Investment. Weil Gotshal & Mangesrepresents the Debtors as counsel. When WaMu filed for protectionfrom its creditors, it listed assets of $32,896,605,516 and debtsof $8,167,022,695. WMI Investment listed assets of $500,000,000to $1,000,000,000 with zero debts.

Peter Calamari, Esq., and David Elsberg, Esq., at Quinn EmanuelUrquhart Oliver & Hedges, LLP, served as legal counsel to WMI withresponsibility for the litigation. Brian Rosen, Esq., at Weil,Gotshal & Manges LLP served as legal counsel to WMI withresponsibility for the chapter 11 case.

WASHINGTON MUTUAL: Broadbill Asserts Claim Over Breach of Contract------------------------------------------------------------------Between 1982 and 1985, Anchor Savings Bank FSB acquired eightfailing savings and loan institutions, the deposits of which wereinsured by the Federal Savings and Loan Insurance Corporation.As a result, Anchor FSB assumed liabilities determined to exceedthe assets it acquired by over $650 million in the aggregate. Thedifference between the fair values of the assets acquired and theliabilities assumed in the transactions was recorded on AnchorFSB's books as "goodwill." At the time of the acquisitions, theFSLIC had agreed that Anchor FSB, among other things, couldinclude the "goodwill" in its regulatory capital.

When the Financial Institutions Reform, Recovery, and EnforcementAct of 1989 was enacted, Anchor FSB still had over $500 millionof regulatory capital from supervisory acquisitions on its books,including the "goodwill." FIRREA, however, required theremaining supervisory goodwill to be eliminated immediately forpurposes of calculating tangible capital and to be phased outthrough December 31, 1994 for other regulatory capital purposes.

The elimination of the supervisory goodwill and other componentsof regulatory capital damaged Anchor FSB by creating severelimitations on its activities and requiring the sale of valuableassets under liquidation-like circumstances, Mark E. Felger,Esq., at Cozen O' Connor, in Wilmington, Delaware --mfelger@cozen.com -- related.

Thus, by January 13, 1995, Anchor FSB filed a lawsuit against theU.S. government in the U.S. Court of Federal Claims captionedAnchor Savings Bank FSB v. United States, alleging breach ofcontract and taking of property without compensation incontravention of the Fifth Amendment to the U.S. Constitution.

Following the combination of Dime and Washington Mutual Inc., theAnchor Litigation was transferred by The Dime Savings Bank FSB toWashington Mutual Bank and WaMu became obligated to convey thevalue of the net proceeds of the Anchor Litigation to the LTWHolders, Mr. Felger told the Bankruptcy Court.

On December 22, 2000, Dime distributed LTWs to holders ofoutstanding shares of its common stock. The LTW s wereregistered under a registration statement and were issuedpursuant to an agreement referred to as a Warrant Agreement datedas of December 21, 2000, by and among Dime, EquiServe TrustCompany, N.A. and EquiServe Limited Partnership, as agents.

Dime Bancorp and its board of directors concluded that theoptimal contractual means of conveying the value of the netproceeds of the Anchor Litigation to the LTW Holders was throughthe issuance of what were nominally referred to as "LitigationTracking Warrants," which gave its holders the right to paymentof the net proceeds from the Anchor Litigation upon a "Trigger"by either:

(i) an issuance of shares of Dime common stock with a market value at the time of issuance that would enable the holder to realize the value of the net proceeds; or

(ii) payment of other consideration as would enable the LTW Holders to realize the value of the net proceeds.

In January 2002, Dime merged into WMI and WMI assumed Dime'sobligations under the LTWs. WaMu and Mellon Investor ServicesLLC entered into the 2003 Amended and Restated Warrant Agreement.

Section 6.3 1 of the Amended Agreement provides that WMB was toretain sole and exclusive control over the Anchor Litigation and100% of any recovery from the Litigation. That provision wasbreached as a consequence of the sale or transfer of the recoveryfrom the Anchor Litigation and the control thereof to JPMorganChase Bank, N.A. for value in September 2008, Mr. Felger notes.As a result, the LTW Holders have been deprived of the value ofthe purchase price paid by JPMorgan for the Anchor Litigation, hepoints out.

(i) the sale and transfer of control over, and the recovery from, the Anchor Litigation to JPMorgan constitute a breach and default under the Amended Agreement, which gives rise to a claim in favor of the LTW Holders for WaMu's failure to provide the LTW Holders with the proceeds from the Sale and Transfer;

(ii) if WaMu's existing common stock is to be extinguished or cancelled, the Amended Agreement mandates that the LTW Holders have claims against WaMu in the amount of the net proceeds of the Anchor Litigation;

(iii) the LTWs do not constitute either stock warrants, equity securities or equity interests in WMI; and

(iv) the LTWs represent the "right to payment" of value and are "claims" against WaMu estate.

Washington Mutual Bank was taken over September 25 by U.S.government regulators. The next day, WaMu and its affiliate, WMIInvestment Corp., filed separate petitions for Chapter 11 relief(Bankr. D. Del. 08-12229 and 08-12228, respectively). Wamu owns100% of the equity in WMI Investment. Weil Gotshal & Mangesrepresents the Debtors as counsel. When WaMu filed for protectionfrom its creditors, it listed assets of $32,896,605,516 and debtsof $8,167,022,695. WMI Investment listed assets of $500,000,000to $1,000,000,000 with zero debts.

Peter Calamari, Esq., and David Elsberg, Esq., at Quinn EmanuelUrquhart Oliver & Hedges, LLP, served as legal counsel to WMI withresponsibility for the litigation. Brian Rosen, Esq., at Weil,Gotshal & Manges LLP served as legal counsel to WMI withresponsibility for the chapter 11 case.

According to Stephen R. Light, Chairman and Chief ExecutiveOfficer at Xerium, AlixPartners has a wealth of experience inproviding financial and restructuring advisory services, andenjoys an excellent reputation for services it has rendered inlarge and complex Chapter 11 cases on behalf of debtors andcreditors throughout the United States.

In addition, AlixPartners assisted the Debtors in coordinatingwith their various professionals, as well as in managing theprepetition Chapter 11 preparation process and public relationsefforts. Consequently, AlixPartners is now familiar with theDebtors' financial affairs, debt structure, operations, andrelated matters. Likewise, AlixPartners' professionals haveworked closely with the Debtors' management and other advisors,Mr. Light says.

In accordance with a retention agreement, AlixPartners, as theDebtors' financial advisor, will:

(a) provide assistance to management in connection with the Debtors' development of their revised business plan, and other related forecasts as may be required by the bank lenders in connection with negotiations or by the Debtors for other corporate purposes;

(b) assist the Debtors' management and their professionals specifically assigned to sourcing, negotiating, and implementing any financing, exit financing facilities, in conjunction with the Plan and the overall restructuring;

(c) advise senior management in the negotiation and implementation of restructuring initiatives and evaluation of strategic alternatives;

(d) assist in preparing for and filing bankruptcy petitions, coordinating and providing administrative support for the proceeding;

(e) assist with the preparation of the statement of affairs, schedules, and other regular reports required by the Court;

(f) assist, as requested, in analyzing preferences and other avoidance actions, if requested;

(g) manage the claims and claims reconciliation processes;

(h) assist the Debtors in the development of its communications strategy for the various stakeholder constituents;

(i) render an opinion on the viability of the restructuring concept of Xerium Germany Holding GmbH, which approach is based on the standard for restructuring concepts of the German Auditors Association;

(j) assist in managing the "working group" professionals who are assisting the Debtors in the reorganization process or who are working for the Debtors' various stakeholders to improve coordination of their effort and individual work product to be consistent with the Debtors' overall restructuring goals;

(k) assist in obtaining and presenting information required by Parties-in-interest in the Debtors' bankruptcy process including official committees appointed by the Court and the Court itself;

(l) assist the Debtors in other business and financial aspects of the Chapter 11 proceeding, including, but not limited to, development of the Disclosure Statement and Prepackaged Joint Chapter 11 Plan of Reorganization;

(m) provide assistance in litigation support and testimony before the Court; and

(n) assist with other matters as may be requested by the Debtors, as mutually agreeable.

AlixPartners' professionals will be paid in accordance with thesehourly rates:

Brian J. Fox, a managing director at AlixPartners, will beresponsible for the overall engagement and will be assisted by astaff of consultants at various levels, who have a wide range ofskills and abilities related to this type of assignment, Mr. Lightnotes.

According to Mr. Light, work performed by AlixPartners'consultants outside of North America will be charged at thestandard AlixPartners non-North American local rates, converted toU.S. dollars, using fixed conversion rates established on theinvoice date.

Retainer and Restructuring Fees

Mr. Light says that AlixPartners received an initial advanceretainer of $250,000 on May 8, 2009, from the Debtors. Pursuantto the Retention Agreement, invoiced amounts have been recoupedagainst the Retainer, and payments on the invoices have been usedto replenish the Retainer.

During the 90 days prior to the Petition Date, the Debtors paidAlixPartners a total of $1,225,266, incurred in providing servicesto the Debtors in contemplation of, and in connection with,prepetition restructuring activities, Mr. Light notes.

In the Chapter 11 cases, the Debtors and AlixPartners have agreedon contingent incentive compensation in the form of a $250,000restructuring fee based upon several specific metrics. Pursuantto a restructuring agreement, AlixPartners will receive theRestructuring Fee if the Debtors (i) amend their existing creditagreement or (ii) complete one or more transactions thatsubstantially transfer a significant portion of the business as agoing concern to another entity. The Restructuring Fee is due andpayable at the closing of the Restructuring.

In the event of a Change in Control, as defined in the RetentionAgreement, the Restructuring Fee will be due and payableimmediately prior to the Change in Control.

Mr. Fox contends that AlixPartners is a "disinterested person," asdefined in Section 101 (14) of the Bankruptcy Code, as modified bySection 1107(b).

The Court will convene a hearing on April 28, 2010, to considerthe Debtors' application. Objections, if any, are due byApril 21.

About Xerium Technologies

Based in Raleigh, North Carolina, Xerium Technologies, Inc. (NYSE:XRM), manufactures and supplies two types of consumable productsused primarily in the production of paper: clothing and rollcovers. The Company, which operates around the world under avariety of brand names, utilizes a broad portfolio of patented andproprietary technologies to provide customers with tailoredsolutions and products integral to production, all designed tooptimize performance and reduce operational costs. With 32manufacturing facilities in 13 countries around the world, Xeriumhas approximately 3,300 employees.

Stephen R. Light, Chairman and Chief Executive Officer at Xerium,relates that Rothschild is well-qualified to act as theirfinancial advisor and investment banker because, among otherthings, the firm has extensive experience and an excellentreputation in providing high quality investment banking servicesto debtors and creditors in bankruptcy reorganizations and otherrestructurings.

Prior to the Petition Date, the Debtors engaged Rothschild toprovide general investment banking and financial advice inconnection with their exploration of various strategic, financial,and restructuring alternatives and to prepare for the commencementof the Chapter 11 cases. Specifically, Rothschild (i) assistedthe Debtors in the development and negotiation of the proposedPrepackaged Joint Chapter 11 Plan of Reorganization, (ii) preparedthe valuation in the Disclosure Statement, and (iii) assisted theDebtors in procuring, and negotiated the terms of, their proposeddebtor-in-possession and exit financing and the amended secondlien term loan to be entered into on the effective date of thePlan.

Consequently, Rothschild has developed significant relevantexperience and expertise regarding the Debtors, their businesses,and their current situation and is uniquely suited to dealeffectively and efficiently with any financial problems that mayarise in the context of the Debtors' cases, Mr. Light says.

Pursuant to an engagement letter, Rothschild, as investmentbanker, will:

(a) review and analyze the Debtors' assets and the operating and financial strategies;

(b) review and analyze the business plans and financial projections prepared by the Debtors including, but not limited to, testing assumptions and comparing those assumptions to historical Debtor and industry trends;

(c) evaluate the Debtors' debt capacity in light of its projected cash flows and assist in the determination of an appropriate capital structure;

(d) assist the Debtors and their other professionals in reviewing the terms of any proposed transaction, as defined in the Engagement Letter;

(e) determine a range of values for the Debtors and any securities that the Debtors offer or propose to offer in connection with a Transaction;

(f) advise the Debtors on the risks and benefits of considering a Transaction with respect to the Debtors' intermediate and long-term business prospects and strategic alternatives to maximize the business enterprise value of the Debtors;

(g) review and analyze any proposals the Debtors receive from third parties in connection with a Transaction, as appropriate;

(h) assist or participate in negotiations with the parties-in- interest, including, without limitation, any current or prospective creditors of, holders of equity in, or claimants against the Debtors in connection with a Transaction;

(i) advise the Debtors with respect to, and attend, meetings of the Debtors' board of directors, creditor groups, official constituencies and other interested parties, as necessary;

(j) participate in hearings before the Court and provide relevant testimony and issues arising in connection with any proposed plan of reorganization; and

(k) render such other financial advisory and investment banking services as may be agreed upon by Rothschild and the Debtors.

In consideration of the services to be provided by Rothschild, andas more fully described in the Engagement Letter, subject to theapproval of the Court, the Debtors have agreed to pay Rothschildin cash under this Fee Structure:

(a) A retainer in an amount equal to $175,000, to be applied against the fees and expenses of Rothschild.

(b) Commencing as of August 13, 2009, an advisory fee of $175,000 per month, payable by the Debtors in advance on the first day of each month.

(c) A completion fee of $4,000,000, payable upon the earlier of (i) the confirmation and effectiveness of a plan of reorganization and (ii) the closing of another Transaction.

(d) A new capital fee equal to (i) 1.0% of the face amount of any senior secured debt raised including, without limitation, any debtor-in-possession financing raised, (ii) 2.5% of the face amount of any junior secured or senior or subordinated unsecured debt raised, (iii) 3.0% of the face amount of any unsecured debt raised, and (iv) 5.0% of any equity capital, or capital convertible into equity, raised.

Furthermore, Rothschild will credit against the Completion Fee:(a) 50% of the Monthly Fees paid above $1,050,000; and (b) 50% ofany New Capital Fees paid. The Debtors and Rothschild have agreedthat no New Capital Fee will be earned if the Disclosure Statementis approved and the Plan is confirmed by the Court.

Rothschild will also be reimbursed for its necessary out-of-pocketexpenses.

Mr. Light disclosed that in the 90 days prior to the PetitionDate, the Debtors paid Rothschild $700,000 in fees and $27,725 forreimbursement of expenses. As of the Petition Date, Rothschildholds $175,000 on account of the Retainer.

According to Mr. Light, although Rothschild's records indicatethat it is not owed any amounts in respect of prepetition servicesprovided to the Debtors, it is possible that certain expenses thatwere incurred by Rothschild, and that are reimbursable under theterms of the Engagement Letter, were not yet reflected onRothschild's books and records as of the Petition Date. Upon theCourt's approval of the Debtors' Application, Rothschild willwaive any claim for such unreimbursed expenses in excess ofamounts paid to Rothschild prepetition.

The Debtors will also indemnify and hold harmless Rothschild andits affiliates from and against any losses, claims, orproceedings, including, without limitation, stockholder actions,damages, judgments, assessments, investigation costs, settlementcosts, fines, penalties, arbitration awards, and any otherliabilities, costs, fees, and expenses other than as a result ofsuch Indemnified Party's gross negligence, fraud, or willfulmisconduct.

Stephen S. Ledoux, a managing director of Rothschild, contendsthat his firm is a "disinterested person," as defined in Section101 (14) of the Bankruptcy Code, as modified by Section 1107(b).

The Court will convene a hearing on April 28, 2010, to considerthe Debtors' application. Objections, if any, are due byApril 21.

About Xerium Technologies

Based in Raleigh, North Carolina, Xerium Technologies, Inc. (NYSE:XRM), manufactures and supplies two types of consumable productsused primarily in the production of paper: clothing and rollcovers. The Company, which operates around the world under avariety of brand names, utilizes a broad portfolio of patented andproprietary technologies to provide customers with tailoredsolutions and products integral to production, all designed tooptimize performance and reduce operational costs. With 32manufacturing facilities in 13 countries around the world, Xeriumhas approximately 3,300 employees.

XERIUM TECHNOLOGIES: Wants Baker & McKenzie as European Counsel---------------------------------------------------------------Xerium Technologies Inc. and its units seek the Court's authorityto employ Baker & McKenzie as special European corporate counsel,nunc pro tunc to the Petition Date.

As European corporate counsel, Baker will:

(a) represent and advise the Debtors in relation to all jurisdictions outside of the U.S. (including, without limitation, Australia, Austria, Brazil, Canada, Finland, France, Germany, Hong Kong, Ireland, Italy, Japan, Mexico, Sweden, United Kingdom, and Vietnam) to review, coordinate and advise on the collateral package (and related corporate in possession and exit financing and the amended second lien term loan to be entered into on the effective date of the Plan;

(b) represent and advise the Debtors on and assisting the Debtors in the implementation of certain intercompany transactions to be carried out under the Plan in Austria, Germany, and Italy in connection with the restructuring of the Debtors' obligations under their prepetition credit facility, proposed by the Debtors in cooperation with Ernst & Young LLP and other advisors; and

Olaf Gebler, Esq., a partner at Baker & McKenzie, assures theCourt that his firm does not hold or represent any interestadverse to the Debtors or their estates and is a "disinterestedperson," as defined in section 101(14) of the Bankruptcy Code, asmodified by Section 1107(b) of the Bankruptcy Code.

About Xerium Technologies

Based in Raleigh, North Carolina, Xerium Technologies, Inc. (NYSE:XRM), manufactures and supplies two types of consumable productsused primarily in the production of paper: clothing and rollcovers. The Company, which operates around the world under avariety of brand names, utilizes a broad portfolio of patented andproprietary technologies to provide customers with tailoredsolutions and products integral to production, all designed tooptimize performance and reduce operational costs. With 32manufacturing facilities in 13 countries around the world, Xeriumhas approximately 3,300 employees.

* Credit Quality Improves Among Junk-Rated Companies, Says Moody's------------------------------------------------------------------According to Bloomberg News, a report released April 21 by Moody'sInvestors Service said that the default rate over the last yearfor junk-rated companies fell to 12% in March from 13.9 percent inFebruary.

As a result of the loosening of the credit markets, Moody'spredicts that the trailing 12-month junk default rate will declineto 3.1% by the end of the year. Moody's also described how creditquality is improving among junk-rated companies. In the firstquarter of 2009, 13.6% of larger companies with junk ratings weredowngraded. In the first three months of 2010, only 1.3% of thesame sample were downgraded.

With his recent purchase of the Dow Jones Company, parent companyof the Wall Street Journal, Rupert Murdoch added another piece tohis global communications empire and again showed why he is thepreeminent media mogul in the world.

While many books have been written about Murdoch, Rupert Murdoch:Creator of a Worldwide Empire, is among the most enlighteningbecause it was written in 1989 and chronicles Murdoch's activitiesduring the 1980s, a critical period of time when he built hisempire in the United States. It was a time when Murdoch "boughtand sold properties with dizzying speed," notes the author. Twoof the most notable acquisitions were his purchase of TwentiethCentury Fox from Marvin Davis and the purchase of TrianglePublications from Walter Annenberg, but many other acquisitionsare recounted in this fascinating book. It was also a time whenMurdoch fiercely battled regulators, legislators, labor unions,competitors, and even public opinion. These battles are recountedalso.

In writing Rupert Murdoch: Creator of a Worldwide Empire, theauthor had access to a multitude of sources inside and outside theMurdoch organization, including Murdoch himself. Tucilledemonstrates Murdoch's mastery at taking advantage of tax andfinancing techniques to borrow more than his rivals withoutdiluting the value of his holdings.

Murdoch's business acumen allowed him to continually outbid andoutmaneuver the competition to compile a media conglomerate that,in the United States, includes The Boston Herald and The New YorkPost newspapers; New York, TV Guide, and Seventeen magazines; theHarperCollins publishing house, 20th Century Fox Film Corporation;the Fox television network, and numerous Fox television stationsaround the country.

Murdoch's international assets include the Times of Londonnewspaper and dozens of newspapers and magazines in his nativeAustralia. Murdoch has often been compared to William RandolphHearst, but Tucille counters that Murdoch is his own man and, inpoint of fact, has achieved a larger measure of success. At thetime of this book's writing, Murdoch controlled a media empire of$12 billion. Hearst's holdings, adjusted to 1989 dollars, wouldbe approximately $700 million.

With the acquisition of The Wall Street Journal, Murdoch'scombined news, entertainment and Internet enterprises (he alsorecently added the MySpace web site to his holdings) are nowvalued at $68 billion.

Tucille dispels many of the myths about the man. The author findsMurdoch to be in the mold of the old publishing barons, who aremotivated to construct an empire through savvy acquisitions andthen by building readership and viewership. Murdoch does notacquire assets with the intent of breaking them down, disposing ofthem, and quickly turning a profit. He is a "builder"entrepreneur who makes his assets stronger and more valuable.Murdoch is also a risk-taker or, as some have characterized him,as a gambler extraordinaire who, through a combination of luck andgood timing, has been able to build an empire although seeminglyoverpaying for assets. The author notes, however, that ". . . noone's luck lasts that long.Murdoch -- like most successful people-- makes his own luck through hard work and effort, by hiring theright people to do the job and replacing them quickly when theyfail."

Jerome Tuccille has written more than 20 books, including abiography of Alan Greenspan.

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Monday's edition of the TCR delivers a list of indicative pricesfor bond issues that reportedly trade well below par. Prices areobtained by TCR editors from a variety of outside sources duringthe prior week we think are reliable. Those sources may not,however, be complete or accurate. The Monday Bond Pricing tableis compiled on the Friday prior to publication. Prices reportedare not intended to reflect actual trades. Prices for actualtrades are probably different. Our objective is to shareinformation, not make markets in publicly traded securities.Nothing in the TCR constitutes an offer or solicitation to buy orsell any security of any kind. It is likely that some entityaffiliated with a TCR editor holds some position in the issuers'public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies withinsolvent balance sheets whose shares trade higher than $3 pershare in public markets. At first glance, this list may look likethe definitive compilation of stocks that are ideal to sell short.Don't be fooled. Assets, for example, reported at historical costnet of depreciation may understate the true value of a firm'sassets. A company may establish reserves on its balance sheet forliabilities that may never materialize. The prices at whichequity securities trade in public market are determined by morethan a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in eachWednesday's edition of the TCR. Submissions about insolvency-related conferences are encouraged. Send announcements toconferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filedChapter 11 cases involving less than $1,000,000 in assets andliabilities delivered to nation's bankruptcy courts. The listincludes links to freely downloadable images of these small-dollarpetitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book ofinterest to troubled company professionals. All titles areavailable at your local bookstore or through Amazon.com. Go tohttp://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday editionof the TCR.

The Sunday TCR delivers securitization rating news from the weekthen-ending.

For copies of court documents filed in the District of Delaware,please contact Vito at Parcels, Inc., at 302-658-9911. Forbankruptcy documents filed in cases pending outside the Districtof Delaware, contact Ken Troubh at Nationwide Research &Consulting at 207/791-2852.

This material is copyrighted and any commercial use, resale orpublication in any form (including e-mail forwarding, electronicre-mailing and photocopying) is strictly prohibited without priorwritten permission of the publishers. Information containedherein is obtained from sources believed to be reliable, but isnot guaranteed.

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